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Molbio Diagnostics Ltd Management Discussions

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Molbio Diagnostics Ltd Share Price Management Discussions

The following discussion of our financial condition, results of operations and cash flows should be read in conjunction with our "Restated Financial Information " on page 290. Unless otherwise indicated, the financial information herein is based on our Restated Financial Information included in this Red Herring Prospectus. Some of the information in this section, including information with respect to our business plans and strategies, contain forward-looking statements that involve risks and uncertainties. You should read "Forward-Looking Statements " on page 27 for a discussion of the risks and uncertainties related to those statements and also the sections "Risk Factors", "Industry Overview", "Restated Financial Information" and "Our Business" on pages 28, 175, 290 and 215, respectively, as well as financial and other information contained in this Red Herring Prospectus as a whole, for a discussion of certain factors that may affect our business, financial condition, results of operations or cash flows. Our actual results may differ materially from those expressed in or implied by these forward-looking statements.

Our Companys financial year commences on April 1 and ends on March 31 of the immediately subsequent year, and references to a particular Fiscal are to the 12 months ended March 31 of that year. Unless otherwise stated or the context otherwise requires, references in this section to "we", "us", or "our" are to Molbio Diagnostics Limited on a consolidated basis while "our Company" or "the Company" are to Molbio Diagnostics Limited on a standalone basis.

Unless otherwise indicated, industry and market data used in this section has been derived from the industry report titled "Molecular Diagnostics Industry Report" dated July 24, 2026, (the "1Lattice Report") prepared and issued by Lattice Technologies Private Limited, appointed by us pursuant to an engagement letter dated July 19, 2024 and exclusively commissioned and paid for by us to enable investors to understand the industry in which we operate in connection with the Offer. The data included herein includes excerpts from the 1Lattice Report and may have been re-ordered by us for the purposes of presentation. Unless otherwise indicated, financial, operational, industry and other related information derived from the 1Lattice Report and included herein with respect to any particular calendar year/ Fiscal refers to such information for the relevant calendar year/ Fiscal.

A copy of the 1Lattice Report is available on the website of our Company at www.molbiodiagnostics.com/investors . For further information, see "Risk Factors - 54. Certain sections of this Red Herring Prospectus disclose information from the 1Lattice Report which is a paid report and commissioned and paid for by us exclusively in connection with the Offer and any reliance on such information for making an investment decision in the Offer is subject to inherent risks." on page 65. Also see, "Certain Conventions, Use of Financial Information and Market Data and Currency of Presentation - Industry and Market Data" on page 25.

OVERVIEW

For information in relation to our business, see "Our Business" on page 215.

SIGNIFICANT FACTORS AFFECTING OUR RESULTS OF OPERATIONS AND FINANCIAL CONDITION

Our results of operations and financial condition are affected by a number of important factors including:

Volume of products manufactured and sold

We have sold over 12,500 devices in over 90 countries till March 31, 2026. We derive our revenues from the sale of our ‘Truenat platform, which is designed to work exclusively with our range of ‘Truenat test kits that generate recurring revenues. The key driver in the growth of our revenue from operations has been the volume of products manufactured and sold by us. The table below sets forth the number of our devices and test kits sold during the years indicated:

Particulars Fiscal 2026 Fiscal 2025 Fiscal 2024
Number of devices sold 2,524 2,180 2,011
Number of test kits sold (in million) 17.56 12.24 8.80

The following table sets forth our revenues from the sale of our devices and test kits, which is also expressed as a percentage of our revenue from contracts with customers - sale of products - finished goods, in the years indicated:

Particulars Fiscal 2026 Fiscal 2025 Fiscal 2024
Amount (Rs. in million) Percentage of Revenue from contracts with customers - Sale of products - Finished Goods (%) Amount (Rs. in million) Percentage of Revenue from contracts with customers - Sale of products - Finished Goods(%) Amount (Rs. in million) Percentage of Revenue from contracts with customers - Sale of products - Finished Goods (%)
Revenue from sale of devices 2,032.84 14.53% 2,029.58 20.63% 1,846.80 22.65%
Revenue from sale of test kits 10,348.20 73.98% 7,309.58 74.31% 5,525.45 67.78%
Others* 1,607.21 11.49% 498.10 5.06% 780.13 9.57%
Revenue from contracts with customers - Sale of products - Finished Goods 13,988.25 100.00% 9,837.26 100.00% 8,152.38 100.00%

*Uthers primarily include revenue from the sale of devices manufactured by Prognosys Medical bystems Private Limited.

We have six manufacturing facilities in India, of which two are in Goa, two in Bengaluru, Karnataka, one in Vizag, Andhra Pradesh and one in Pune, Maharashtra. As of March 31, 2026, our installed capacity was 5,400 devices per annum and 39,000,000 ‘Truenat test kits per annum. In Fiscals 2026, 2025 and 2024, our capacity utilization was 42.30%, 58.89% and 19.83% for devices and 58.25%, 43.44% and 27.45% for test kits, respectively. For details relating to the installed capacity, actual production and capacity utilisation for our devices and test kits, see "Uur Business - Installed Capacity and Capacity Utilisation on page 231. As of March 31, 2026, we have a sales, marketing and customer relationship team comprising 346 permanent employee. We also have consultants who assist in international sales under consultancy agreements. The actual volumes and specifications of customer orders are fixed only when customers place purchase orders with us. Our actual production volumes may differ significantly from our estimates due to variations in customer demand for our products. When actual production volumes differ significantly from our estimates, we generally seek to make up any shortfalls through new orders, either with existing or with new customers.

We have typically seen an increase in healthcare spending by the Government during the second half of a Fiscal. Since the number of purchase orders that our customers place with us may differ from quarter to quarter, our revenues, results of operations and cash flows have fluctuated in the past and we expect this trend to continue in the future.

Our relationships with customers and healthcare programs

We derive a significant portion of our revenues from the sale of our products to the Indian Central and the State governments and international aid agencies for their public healthcare programs. For Fiscals 2026, 2025 and 2024, we derived Rs. 11,828.77 million, Rs. 8,639.78 million and Rs. 7,467.51 million from the revenue from contracts with customers - sale of products - finished goods to Indian Central and State governments and international aid agencies, representing 84.56%, 87.83% and 91.60% of our revenue from contracts with customers - sale of products - finished goods, respectively. Further, we derive a significant portion of our revenues from our top 10 customers who accounted for Rs. 11,647.31 million, Rs. 8,225.64 million and Rs. 6,402.78 million or 83.26%, 83.62% and 78.54% of our revenue from contracts with customers - sale of products - finished goods for Fiscals 2026, 2025 and 2024, respectively. The demand for diagnostic tests from such customers significantly determines our results of operations.

The table below sets forth our revenues generated from such government and international aid agencies and nongovernment agencies for the years indicated:

Particulars Fiscal 2026 Fiscal 2025 Fiscal 2024
Amount (in Rs. million) Percentage of Revenue from contracts with customers - Sale of products - Finished Goods(%) Amount (in Rs. million) Percentage of Revenue from contracts with customers - Sale of products - Finished Goods (%) Amount (in Rs. million) Percentage of Revenue from contracts with customers - Sale of products - Finished Goods (%)
Revenue from contracts with customers - Sale of products - Finished Goods from Indian Central government 7,906.52 56.52% 4,998.20 50.81% 2,757.97 33.83%
Revenue from contracts with customers - Sale of products - Finished Goods from Indian State governments 3,257.73 23.29% 2,101.54 21.36% 4,153.07 50.94%
Revenue from contracts with customers - Sale of products - Finished Goods from International aid agencies 664.52 4.75% 1,540.04 15.66% 556.47 6.83%
Revenue from contracts with customers - Sale of products - Finished Goods from nongovernment agencies 2,159.48 15.44% 1,197.48 12.17% 684.87 8.40%
Revenue from contracts with customers - Sale of products - Finished Goods 13,988.25 100.00% 9,837.26 100.00% 8,152.38 100.00%

Both the Indian Central and State governments and international aid agencies run several healthcare programs. The Indian government has public healthcare programs such as the National Tuberculosis Elimination Program, the National Vector Borne Disease Control Program, the National Viral Hepatitis Control Program and the National AIDS Control Organisation, which seek to enhance disease surveillance, provide quality diagnostic services and ensure timely treatment. Diagnostic tests and consumables required for the tests under these programs are procured centrally and distributed based on consumption data and disease surveillance outcomes. (Source: 1 Lattice Report) The procurement process for such diagnostic tests and consumables is done through competitive tenders issued by government agencies and bidders are required to meet certain technical and financial criteria set forth in the tender documents. The continuation of such government programs will contribute to our results of operations and cash flows. However, adverse changes made to such programs or a decline in healthcare spending by government agencies may result in a decline in the sale of our products and consequently our revenues.

Availability and cost of raw materials

Our cost of raw material and components consumed is the largest component of our cost structure. The table below sets forth cost of raw material and components consumed as a percentage of total expenses for the years indicated:

Particular For the Year Ended March 31,
2026 2025 2024
Cost of raw material and components consumed (T million) (A) 5,699.23 4,347.71 3,199.28
Total expenses (Rs. million) (B) 12,213.50 8,204.06 6,578.34
Cost of raw material and components consumed as a percentage of Total expenses (%) (C = A/B) 46.66% 52.99% 48.63%

The primary raw materials that we require for our operations include enzymes, primers, probes, electronic components and chips. We procure material from domestic and international vendors. We typically do not enter into long term supply contracts with any of our suppliers and instead place purchase orders with them from time to time. We are thus exposed to fluctuations in availability and prices of our raw materials and we may not be able to effectively pass on any increase in cost of raw materials to our customers, which may affect our margins, sales, results of operations and cash flows. Any inability on our part to procure sufficient quantities of raw materials and on commercially acceptable terms, could lead to a change in our manufacturing and sales volumes.

We also import certain raw materials. For Fiscals 2026, 2025 and 2024, our purchase of raw materials imported was Rs. 2,434.00 million, Rs. 1,839.35 million and Rs. 1,226.62 million or 42.01%, 33.94% and 37.79% of our purchases of raw material and components consumed, respectively. Any restrictions imposed by the GoI on the import of such raw materials or any embargoes on the jurisdictions where our suppliers are located, or any increases in import duties on these raw materials, may affect our margins, sales, results of operations and cash flows.

Periods of disease outbreaks

Our revenues and results of operations have fluctuated in the past and may continue to fluctuate significantly due to periods of disease outbreaks. Diagnostic healthcare testing volumes typically increase during the outbreak of a disease and pandemics. The increased prevalence of a particular virus or other pathogen in the general population often causes an increased demand for specific diagnostic healthcare testing for that virus. However, certain of our expenses are less impacted by fluctuations in demand, as a significant portion of our costs and expenses such as employee benefit expense are fixed, unlike our costs of medical consumables. As a result of such factors, we experience year-on-year fluctuations and we expect such patterns in our results of operations to continue in the foreseeable future.

Research and development

We have strong in-house R&D capabilities and a track record of developing innovative diagnostic products. We undertake R&D through our wholly-owned, Subsidiary, Bigtec, to design and develop diagnostic platforms that address gaps in clinical needs. Bigtec was incorporated in 2000 and became our wholly-owned Subsidiary in 2015. Our Company has entered into an agreement for license of intellectual property and technical collaboration dated July 31, 2011 ("Agreement") read with the addendum to the Agreement dated July 31, 2017 and as amended by the amendment agreements dated September 22, 2017, and January 21, 2020 (collectively, the " IP Agreement") with Bigtec, pursuant to which Bigtec has granted our Company an unconditional, irrevocable, exclusive, transferable, royalty bearing, worldwide and unlimited right to use and exploit the intellectual property rights, including patents relating to micro-PCR technology for detection of diseases across a spectrum of diseases, which is continuously being upgraded by Bigtec. Pursuant to the IP Agreement, our Company is required to pay 10% of its revenue from operations, payable every year, as royalty to Bigtec for a period of 15 years from the date of the Agreement. Pursuant to an addendum dated July 25, 2026, the term of the IP Agreement was extended by one year with effect from August 1, 2026. During the extended term, the annual royalty payable by our Company is capped at up to 10% of its topline revenue for the relevant financial year. During the COVID-19 pandemic, our ‘Truenat test kit for COVID was crucial in Indias efforts to fight the COVID virus and was among the first to be approved by ICMR for testing of COVID. (Source: lLattice Report) Our dedicated R&D laboratory is based in Bengaluru, Karnataka and as of March 31, 2026, our R&D team comprised 153 permanent employees from different academic disciplines. In Fiscals 2026, 2025 and 2024, our total expenditure for R&D activities was Rs. 874.56 million, Rs. 685.69 million and Rs. 597.77 million, representing 6.05%, 6.72% and 7.15% of our revenue from operations, respectively. Our investment in R&D has resulted in in our Company and Material Subsidiaries obtaining various registered patents. As of the date of this Red Herring Prospectus, our Company and Material Subsidiaries have registered 16 patents, 29 trademarks, 7 designs and 3 copyrights in India, and 191 patents in foreign jurisdictions including the United States of America, China and Singapore, and have applied for (but not yet obtained) 10 patents and 5 designs in India, and 15 patents in foreign jurisdictions including Nepal, Egypt and Cambodia.

To develop our product pipeline, we commit substantial time, funds and other resources in R&D. In addition, we must adapt to rapid changes in our industry due to technological advances and scientific discoveries. We strive to keep our technology, facilities and machinery current with the latest international standards. The cost of implementing new technologies, upgrading our manufacturing facilities and retaining our R&D personnel is significant and affects our results of operations and cash flows.

Success of new tests on our device and integrating entities that we acquire

We have historically derived a significant portion of our revenues from the sale of diagnostic tests for TB. In Fiscals 2026, 2025 and 2024, these tests accounted for Rs. 9,820.12 million, Rs. 6,798.78 million and Rs. 5,087.19 million, representing 70.20%, 69.11% and 62.40% of our revenue from contracts with customers - sale of products - finished goods, respectively. However, we intend to expand our suite of tests to include other diseases, which we expect will continue to contribute to the utility of our device. As of the draft of this Red Herring Prospectus, we intend to expand our suite of tests for additional 34 assays for 22 diseases. The success of these tests and their assays will affect our future results of operations and cash flows.

We evaluate inorganic growth opportunities, in keeping with our strategy to grow and develop our market share or to add new product categories. For example, in October 2024, our Company entered into a stock purchase agreement to invest and hold 60.00% of the paid-up equity share capital of OptraScan INC. Pursuant to which in November 2024, our Company received the share certificate in respect of the first tranche investment, acquiring 19.68%, equity stake in OptraScan INC, which offers digital pathology solutions. As on November 1, 2025, our Company made the second tranche investment, acquiring an additional 40.32% equity stake in OptraScan INC. Further in March 2023, we acquired, directly and indirectly, 65.47% of the equity share capital of Prognosys Medical Systems Private Limited, which offers digital imaging solutions under the brand "ProRad". This acquisition allowed us to provide end-to-end screening and confirmatory tests for infectious diseases at the POC. Subsequently, in April 2026, we acquired an additional stake in Prognosys Medical Systems Private Limited, increasing our shareholding to 70.00% of its equity share capital. The impact of such acquisitions on our results of operations and financial condition will depend on numerous factors, including the size of each companys business and operations and our ability to realize the anticipated growth opportunities and synergies from combining such businesses. For further information on the recent acquisitions, see "History and Certain Corporate Matters - Details regarding material acquisition or divestment of business or undertakings, mergers, amalgamation, in the last 10years" on page 249.

BASIS OF PREPARATION AND PRESENTATION OF RESTATED FINANCIAL INFORMATION

The restated financial information of our Company and its Subsidiaries (the Company together with its subsidiaries hereinafter referred to as "the Group"), and its Associates as at and for the financial years ended March 31, 2026, March 31, 2025 and March 31, 2024, comprising the restated consolidated summary statement of assets and liabilities as at March 31, 2026, March 31, 2025 and March 31, 2024, the restated consolidated summary statement of profit and loss (including other comprehensive income/(loss)), the restated consolidated summary statement of cash flows and the restated consolidated summary statement of changes in equity for each of the years ended March 31, 2026, March 31, 2025 and March 31, 2024, together with the summary statement of material accounting policies, and other explanatory notes (collectively, "Restated Consolidated Summary Statements"), derived from the audited consolidated interim financial statements as at and for the audited consolidated Ind AS financial statements as at and for each of the years ended March 31, 2026, March 31, 2025 and March 31, 2024, respectively, prepared in accordance with Ind AS and each restated in accordance with requirements of Section 26 of Part I of Chapter III of the Act, the SEBI ICDR Regulations and the Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by ICAI, each as amended.

SUMMARY OF MATERIAL ACCOUNTING POLICIES

Below is a list of the material accounting policies adopted in the preparation of the Restated Financial Information: Business combinations, asset acquisition and goodwill

In determining whether a particular set of activities and assets is a business, the Company and its Subsidiaries (the "Group") assesses whether the set of assets and activities acquired includes, at a minimum, an input and substantive process and whether the acquired set has the ability to produce outputs. The Group has an option to apply a ‘concentration test that permits a simplified assessment of whether an acquired set of activities and assets is not a business. The optional concentration test is met if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets.

Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred measured at acquisition date fair value and the amount of any noncontrolling interests in the acquiree. For each business combination, the Group elects whether to measure the noncontrolling interests in the acquiree at fair value or at the proportionate share of the acquirees identifiable net assets. Acquisition-related costs are expensed as incurred.

The Group determines that it has acquired a business when the acquired set of activities and assets include an

input and a substantive process that together significantly contribute to the ability to create outputs. The acquired process is considered substantive if it is critical to the ability to continue producing outputs, and the inputs acquired include an organised workforce with the necessary skills, knowledge, or experience to perform that process or it significantly contributes to the ability to continue producing outputs and is considered unique or scarce or cannot be replaced without significant cost, effort, or delay in the ability to continue producing outputs.

At the acquisition date, the identifiable assets acquired, and the liabilities assumed are recognised at their acquisition date fair values. For this purpose, the liabilities assumed include contingent liabilities representing present obligation and they are measured at their acquisition fair values irrespective of the fact that outflow of resources embodying economic benefits is not probable. However, the following assets and liabilities acquired in a business combination are measured at the basis indicated below:

• Deferred tax assets or liabilities, and the assets or liabilities related to employee benefit arrangements are recognised and measured in accordance with Ind AS 12 Income Taxes and Ind AS 19 Employee Benefits respectively.

• Potential tax effects of temporary differences and carry forwards of an acquiree that exist at the acquisition date or arise as a result of the acquisition are accounted in accordance with Ind AS 12.

• Liabilities or equity instruments related to share based payment arrangements of the acquiree or share - based payments arrangements of the Group entered into to replace share-based payment arrangements of the acquiree are measured in accordance with Ind AS 102 Share-based Payment at the acquisition date.

• Assets (or disposal groups) that are classified as held for sale in accordance with Ind AS 105 Non-current Assets Held for Sale and Discontinued Operations are measured in accordance with that Standard.

• Reacquired rights are measured at a value determined on the basis of the remaining contractual term of the related contract. Such valuation does not consider potential renewal of the reacquired right.

When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date. This includes the separation of embedded derivatives in host contracts by the acquiree.

If the business combination is achieved in stages, any previously held equity interest is re-measured at its acquisition date fair value and any resulting gain or loss is recognised in profit or loss or OCI, as appropriate.

Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interests, and any previous interest held, over the net identifiable assets acquired and liabilities assumed. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the Group re-assesses whether it has correctly identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used to measure the amounts to be recognised at the acquisition date. If the reassessment still results in an excess of the fair value of net assets acquired over the aggregate consideration transferred, then the gain is recognised in OCI and accumulated in equity as capital reserve. However, if there is no clear evidence of bargain purchase, the Group recognises the gain directly in equity as capital reserve, without routing the same through OCI.

After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Groups cash-generating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units.

A cash generating unit to which goodwill has been allocated is tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Any impairment loss for goodwill is recognised in profit or loss. An impairment loss recognised for goodwill is not reversed in subsequent periods.

Where goodwill has been allocated to a cash-generating unit and part of the operation within that unit is disposed

of, the goodwill associated with the disposed operation is included in the carrying amount of the operation when determining the gain or loss on disposal. Goodwill disposed in these circumstances is measured based on the relative values of the disposed operation and the portion of the cash-generating unit retained.

If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the Group reports provisional amounts for the items for which the accounting is incomplete. Those provisional amounts are adjusted through goodwill during the measurement period, or additional assets or liabilities are recognised, to reflect new information obtained about facts and circumstances that existed at the acquisition date that, if known, would have affected the amounts recognised at that date. These adjustments are called as measurement period adjustments. The measurement period does not exceed one year from the acquisition date.

In case of acquisition of an asset or a group of assets that does not constitute a business, the Group identifies and recognises individual identifiable assets acquired (including those assets that meet the definition of, and recognition criteria for, intangible assets in Ind AS 38, Intangible Assets) and liabilities assumed. The cost of the group shall be allocated to the individual identifiable assets and liabilities on the basis of their relative fair values at the date of purchase. Such a transaction or event does not give rise to goodwill.

Investment in associates

An associate is an entity over which the Group has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies.

The considerations made in determining whether significant influence is similar to those necessary to determine control over the subsidiaries.

The Groups investments in its associate is accounted for using the equity method. Under the equity method, the investment in an associate is initially recognised at cost. The carrying amount of the investment is adjusted to recognise changes in the Groups share of net assets of the associate since the acquisition date. Goodwill relating to the associate is included in the carrying amount of the investment and is not tested for impairment individually.

The Restated Consolidated Summary Statement of Profit and Loss reflects the Groups share of the results of operations of the associate. Any change in OCI of those investees is presented as part of the Groups OCI. In addition, when there has been a change recognised directly in the equity of the associate, the Group recognises its share of any changes, when applicable, in the Restated Consolidated Summary Statement of Changes in equity. Unrealised gains and losses resulting from transactions between the Group and the associate is eliminated to the extent of the interest in the associate.

If an entitys share of losses of an associate or exceeds its interest in the associate (which includes any long-term interest that, in substance, form part of the Groups net investment in the associate), the entity discontinues recognising its share of further losses. Additional losses are recognised only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate. If the associate subsequently reports profits, the entity resumes recognising its share of those profits only after its share of the profits equals the share of losses not recognised.

The aggregate of the Groups share of profit or loss of an associate is shown separately on the face of the Restated Consolidated Summary Statement of Profit and Loss.

The financial statements of the associates are prepared for the same reporting period as the Group. When necessary, adjustments are made to bring the accounting policies in line with those of the Group.

After application of the equity method, the Group determines whether it is necessary to recognise an impairment loss on its investment in its associate. At each reporting date, the Group determines whether there is objective evidence that the investment in the associate is impaired. If there is such evidence, the Group calculates the amount of impairment as the difference between the recoverable amount of the associate and its carrying value, and then recognises the loss as ‘ Share of loss of associates in the Restated Consolidated Summary Statement of Profit and Loss.

Upon loss of significant influence over the associate, the Group measures and recognises any retained investment

at its fair value. Any difference between the carrying amount of the associate upon loss of significant influence and the fair value of the retained investment and proceeds from disposal is recognised in profit or loss.

Current versus non-current classification

The Group segregates assets and liabilities into current and non-current categories for presentation in the balance sheet after considering its normal operating cycle and other criteria set out in Ind AS 1, "Presentation of Financial Statements". For this purpose, current assets and liabilities include the current portion of non-current assets and liabilities respectively. Deferred tax assets and liabilities are always classified as non-current.

The operating cycle is the time between the acquisition of assets for processing and their realisation in cash and cash equivalents. The Group has identified period up to twelve months as its operating cycle.

Fair value measurement

The Group measures financial instruments at fair value at each balance sheet date.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

• In the principal market for the asset or liability, or

• In the absence of a principal market, in the most advantageous market for the asset or liability.

The principal or the most advantageous market must be accessible by the Group.

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market participants ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in the Restated Consolidated Summary Statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

• Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities

• Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable

• Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

For assets and liabilities that are recognised in the Restated Consolidated Summary Statements on a recurring basis, the Group determines whether transfers have occurred between levels in the hierarchy by re-assessing categorization (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

For the purpose of fair value disclosures, the Group has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.

This note summarises accounting policy for fair value. Other fair value related disclosures are given in the relevant notes.

(i) Disclosures for valuation methods, significant estimates and assumptions

(ii) Quantitative disclosures of fair value measurement hierarchy

(iii) Financial instruments (including those carried at amortised cost)

(iv) Investment property

Revenue recognition

Revenue from operations is recognised when control of the goods or services are transferred to the customer at an amount that reflects the consideration to which the Group expects to be entitled in exchange for those goods or services. The Group has generally concluded that it is the principal in its revenue arrangements because it typically controls the goods or services before transferring them to the customer.

Revenue is recognised when the Group satisfies a performance obligation by transferring a promised good or service to the customer, which is when the customer obtains control of the good or service. A performance obligation may be satisfied at a point in time or over time. The amount of revenue recognised is the amount allocated to the satisfied performance obligation.

The specific recognition criteria described below must be met before revenue is recognised:

Revenue from contracts with customers

(i) Revenue from sale of goods:

Revenue from sale of goods is recognised at the point in time when control of the asset is transferred to the customer, generally on delivery of the goods. Revenue from the sale of goods is measured at the amount of transaction price received or receivable, net of returns and allowances, trade discounts and volume rebates.

Goods and Services Tax (GST) is not received by the Company in its own account. Rather, it is tax collected on behalf of the government. Accordingly, it is excluded from revenue.

(ii) Other operating revenue:

Revenues from maintenance contracts and extended warranties

Revenue from services rendered over a period of time, such as annual maintenance contracts and extended warranties contract, are recognised on straight line basis over the period of the performance obligation.

Installation services

The Group provides installation services that are together with the sale of equipment to a customer. The installation services do not significantly customise or modify the equipment.

Contracts for bundled sales of equipment and installation services are comprised of two performance obligations because the equipment and installation services are both sold on a stand-alone basis and are distinct within the context of contract. Accordingly, the Group allocates the transaction price based on the relative stand-alone selling prices of the equipment and installation services.

The Group recognises revenue from installation services at a point in time because the customer receives and consumes the benefits provided to them only after installation.

Other income

(i) Interest Income

Interest income is recognised on a time proportion basis taking into account the amount outstanding and the applicable interest rate.

For all financial instruments measured at amortised cost, interest income is recorded using the effective interest rate (EIR). EIR is the rate that exactly discounts the estimated future cash payments or receipts

over the expected life of the financial instrument or a shorter period, where appropriate, to the gross carrying amount of the financial asset. Interest income is included in other income in the Restated Consolidated Summary Statements of Profit and Loss.

(ii) Export benefits

Export incentives receivables are accrued for, when the right to receive the credit is established and there is no significant uncertainty regarding the realisability of the incentive.

Cost to obtain a contract

The Group pays sales commission to its vendors for the contracts that they obtain for sales of chip based diagnostic devices, chips and reagents. The Group applies the optional practical expedient to immediately expense costs to obtain a contract if the amortisation period of the asset that would have been recognised is one year or less. As such, sales commission are immediately recognised as an expense and included as a part of other expenses.

Contract balances

(i) Contract assets

A contract asset is the right to consideration in exchange for goods or services transferred to the customer. If the Group performs by transferring goods or services to a customer before the customer pays consideration or before payment is due, a contract asset is recognised for the earned consideration that is conditional. Contract assets are transferred to receivables when the rights become unconditional and contract liabilities are recognised as and when the performance obligation is satisfied.

Contract assets are subject to impairment assessment. Refer to accounting policies on impairment of financial assets in section (o) Financial instruments below.

The Group has used the practical expedient provided in Ind AS 115.121 to not disclose the amount of remaining performance obligations for contracts in which the right to consideration from a customer corresponds directly with the performance obligation completed till date.

(ii) Trade receivables

A receivable is recognised if an amount of consideration that is unconditional (i.e., only the passage of time is required before payment of the consideration is due). Refer to accounting policies of financial assets in section (o) Financial instruments below.

(iii) Contract liabilities

A contract liability is recognised if a payment is received, or a payment is due (whichever is earlier) from a customer before the Group transfers the related goods or services. Contract liabilities are recognised as revenue when the Group performs under the contract (i.e., transfers control of the related goods or services to the customer).

Taxes

Current income tax

Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The Groups liability for current tax is calculated using the tax rates and tax laws that have been enacted or substantively enacted at the end of the reporting period.

Current income tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other comprehensive income (‘OCI) or in equity). Current tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and considers whether it is probable that a taxation authority will accept an uncertain tax treatment. The Group shall reflect the effect of uncertainty for each uncertain tax treatment by using either most likely method or expected value method, depending on which method predicts better resolution of the treatment.

Deferred tax

Deferred tax is provided using the balance sheet approach on temporary differences between the tax base of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.

Deferred tax liabilities are generally recognised for all the taxable temporary differences except:

• When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss and does not give rise to equal taxable and deductible temporary differences.

• In respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, when the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.

Deferred tax assets are recognised for all deductible temporary differences, carry forward of unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized except:

• When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss and does not give rise to equal taxable and deductible temporary differences.

• In respect of deductible temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, deferred tax assets are recognised only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilized.

The carrying amount of deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.

Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other comprehensive income or in equity). Deferred tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity.

The Group offsets deferred tax assets and deferred tax liabilities if and only if it has a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

Goods and Services Tax (GST) paid on acquisition of assets or on incurring expenses

Expenses and assets are recognised net of the amount of GST paid, except when the tax incurred on a purchase of assets or services is not recoverable from the taxation authority, in which case, the tax paid is recognised as part of the cost of acquisition of the asset or as part of the expense item, as applicable.

The net amount of tax recoverable from, or payable to, the taxation authority is included as part of other current/non-current assets/ liabilities in the Restated Consolidated Summary Statements.

Property, plant and equipment (‘PPE) and capital work-in-progress (‘CWIP)

Property, plant and equipment are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. Such cost includes the cost of replacing part of the property, plant and equipment and borrowing costs for long-term construction projects if the recognition criteria are met. When significant parts of property, plant and equipment are required to be replaced at intervals, the Group depreciates them separately based on their specific useful lives. All other repair and maintenance costs are recognised in profit or loss as incurred.

Capital work in progress includes cost of property, plant and equipment under installation / under construction, net of accumulated impairment loss, if any, as at the balance sheet date.

Subsequent costs are included in the assets carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is derecognised when replaced.

The Group identifies and determines cost of each component/ part of the asset separately, if the component/ part has a cost which is significant to the total cost of the asset having useful life that is materially different from that of the remaining asset. These components are depreciated over their useful lives; the remaining asset is depreciated over the life of the principal asset.

Advances paid towards the acquisition of property, plant and equipment outstanding at each balance sheet date are classified as capital advances and cost of assets not ready for use at the balance sheet date are disclosed under capital work- in- progress.

Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets of the assets as prescribed under Part C of Schedule II of the Companies Act, 2013 except for certain items of building, plant and equipment and research and development equipments, wherein based on the management estimate, are depreciated over estimated useful lives which are different from the useful life prescribed in Schedule II to the Companies Act, 2013. Below are the details of estimated useful lives:

Sl. No. Block Useful lives estimated by t management (in years) Useful life as per Schedule II ( years)
1 Building - factory on leasehold lane 30 30
2 Plant and machinery 5-15 15
3 Furnitures and fixtures 10 10
4 Office equipments 5 5
5 Electrical installations & fittings 10 10
6 Research and developme equipments 5 5-10
7 Computer equipments 3 3
8 Vehicles 8 8

Leasehold improvements are depreciated over the period of lease or estimated useful life, whichever is lower, on straight-line basis.

The management believes that these estimated useful lives are realistic and reflect fair approximation of the period over which the assets are likely to be used.

The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate. The residual value adopted for such assets does not exceed five per cent of their original cost, in accordance with Schedule II to the Companies Act, 2013 (as amended).

An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the Restated Consolidated Summary Statements when the asset is derecognised.

Investment properties

Investment properties are measured initially at cost, including transaction costs. Subsequent to initial recognition,

investment properties are stated at cost less accumulated depreciation and accumulated impairment loss, if any.

The cost includes the cost of replacing parts and borrowing costs for long-term construction projects if the recognition criteria are met. When significant parts of the investment properties are required to be replaced at intervals, the Company depreciates them separately based on their specific useful lives. All other repair and maintenance costs are recognised in profit or loss as incurred.

Though the Company measures investment properties using cost-based measurement, the fair value of investment properties are disclosed in the notes. Fair values are determined based on an annual evaluation performed by an accredited external independent valuer applying a valuation model.

Investment properties are derecognised either when they have been disposed of or when they are permanently withdrawn from use and no future economic benefit is expected from their disposal. The difference between the net disposal proceeds and the carrying amount of the asset is recognised in Restated Consolidated Summary Statements of Profit and Loss in the period of derecognition. In determining the amount of consideration from the derecognition of investment properties the Company considers the effects of variable consideration, existence of a significant financing component, non-cash consideration, and consideration payable to the buyer (if any).

Transfers are made to (or from) investment properties only when there is a change in use. Transfers between investment property, owner-occupied property and inventories do not change the carrying amount of the property transferred and they do not change the cost of that property for measurement or disclosure purposes.

Other intangible assets

Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is their fair value at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and accumulated impairment losses. Internally generated intangibles, excluding capitalised development costs, is reflected in Restated Consolidated Summary Statements of Profit and Loss in the period in which the expenditure is incurred.

Further, based on the assessment performed during the year ended March 31, 2023, as mentioned above, the amortisation method for computer software is changed from written down value method to straight line method.

Sl. No. Block Useful lives estimated by the management (in years)
1 Computer software 3
2 PCR (polymerase chain reaction) related projects 10
3 Business intellectual property 10
4 Product development 10
5 Scanner technology 10

Intangible assets with finite lives are amortised over the useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortisation period and the amortisation method for an intangible asset with a finite useful life are reviewed at least at the end of each reporting period with the effect of any change in the estimate being accounted for on a prospective basis. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are considered to modify the amortisation period or method, as appropriate, and are treated as changes in accounting estimates. The amortisation expense on intangible assets with finite lives is recognised in the Restated Consolidated Summary Statements of Profit and Loss unless such expenditure forms part of carrying value of another asset.

An intangible asset is derecognised upon disposal (i.e., at the date the recipient obtains control) or when no future economic benefits are expected from its use or disposal. Any gain or loss arising upon derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the Restated Consolidated Summary Statements of Profit and Loss when the asset is derecognised.

Research and development cost

Research costs are expensed as incurred. The development expenditure incurred on an individual project is recognised as an intangible asset when the Group can demonstrate all the following:

a. the technical feasibility of completing the intangible asset so that it will be available for use or sale.

b. its intention to complete the intangible asset and use or sell it.

c. its ability to use or sell the intangible asset.

d. how the intangible asset will generate probable future economic benefits. Among other things, the entity can demonstrate the existence of a market for the output of the intangible asset or the intangible asset itself or, if it is to be used internally, the usefulness of the intangible asset.

e. the availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset.

f. its ability to measure reliably the expenditure attributable to the intangible asset during its development.

Following initial recognition of the development expenditure as an asset, the asset is carried at cost less any accumulated amortisation and accumulated impairment losses. Amortisation of the asset begins when development is complete, and the asset is available for use. It is amortised over the period of expected future benefit. Amortisation expense is recognised in the P&L unless such expenditure forms part of carrying value of another asset. During the period of development, the asset is tested for impairment annually.

Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the asset until such time as the assets are substantially ready for the intended use or sale. All other borrowing costs are expensed in the period in which they occur. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.

Leases

The Group has lease contracts for office spaces. The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

Group as a lessee

The Group applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Group recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

Right-of-use assets

The Group recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and accumulated impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets.

If ownership of the leased asset transfers to the Group at the end of the lease term or the cost reflects the exercise of a purchase option, depreciation is calculated using the estimated useful life of the asset.

The right-of-use assets are also subject to impairment. Refer to the accounting policies stated under ‘Impairment of non-financial assets.

Lease liabilities

At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Group and payments of penalties for terminating the lease, if the lease term reflects the Group exercising the option to terminate. Variable lease

payments that do not depend on an index or a rate are recognised as expenses (unless they are incurred to produce inventories) in the period in which the event or condition that triggers the payment occurs.

In calculating the present value of lease payments, the Group uses its incremental borrowing rate at the lease commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the lease payments (e.g., changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.

Short term leases and leases of low-value assets

The Group applies the short-term lease recognition exemption to its short-term leases (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease of low-value assets recognition exemption to leases of office equipment that are considered to be low value. Lease payments on short-term leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term.

Impairment of non-financial assets

The Group assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Group estimates the assets recoverable amount. An assets recoverable amount is the higher of an assets or cash-generating units (CGU) fair value less costs of disposal and its value in use. The recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or group of assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples and other available fair value indicators.

The Group bases its impairment calculation on detailed budgets and forecast calculations, which are prepared separately for each of the Groups CGUs to which the individual assets are allocated. These budgets and forecast calculations generally cover a period of five years. For longer periods, a long-term growth rate is calculated and applied to project future cash flows after the fifth year. To estimate cash flow projections beyond periods covered by the most recent budgets/forecasts, the Group extrapolates cash flow projections in the budget using a steady or declining growth rate for subsequent years, unless an increasing rate can be justified. In any case, this growth rate does not exceed the long-term average growth rate for the products, industries, or country or countries in which the Group operates, or for the market in which the asset is used.

Impairment losses of continuing operations, including impairment on inventories, are recognised in the Restated Consolidated Summary Statements of Profit and Loss.

For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is an indication that previously recognised impairment losses no longer exist or have decreased. If such indication exists, the Group estimates the assets or CGUs recoverable amount. A previously recognised impairment loss is reversed only if there has been a change in the assumptions used to determine the assets recoverable amount since the last impairment loss was recognised. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in the statement of profit and loss unless the asset is carried at a revalued amount, in which case, the reversal is treated as a revaluation increase.

Goodwill is tested for impairment annually as at the reporting date and when circumstances indicate that the carrying value may be impaired.

Impairment is determined for goodwill by assessing the recoverable amount of each CGU (or group of CGUs) to which the goodwill relates. When the recoverable amount of the CGU is less than its carrying amount, an impairment loss is recognised. Impairment losses relating to goodwill cannot be reversed in future periods.

The Group assesses whether climate risks, including physical risks and transition risks could have a significant impact. If so, these risks are included in the cash-flow forecasts in assessing value-in-use amounts.

Provisions and contingent liabilities

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. When the Group expects some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain. The expense relating to a provision is presented in the Restated Consolidated Summary Statements of Profit and Loss net of any reimbursement.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

Onerous contracts

If the Group has a contract that is onerous, the present obligation under the contract is recognised and measured as a provision. However, before a separate provision for an onerous contract is established, the Group recognises any impairment loss that has occurred on assets dedicated to that contract.

An onerous contract is a contract under which the unavoidable costs (i.e., the costs that the Group cannot avoid because it has the contract) of meeting the obligations under the contract exceed the economic benefits expected to be received under it. The unavoidable costs under a contract reflect the least net cost of exiting from the contract, which is the lower of the cost of fulfilling it and any compensation or penalties arising from failure to fulfil it. The cost of fulfilling a contract comprises the costs that relate directly to the contract (i.e., both incremental costs and an allocation of costs directly related to contract activities).

Contingent Liability

Contingent liability is

(a) a possible obligation arising from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group or

(b) a present obligation arises from past events but that is not recognised because it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation.

A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognised because it cannot be measured with sufficient reliability. The Group does not recognise a contingent liability but discloses its existence and other disclosure in the Restated Consolidated Summary Statements, unless the possibility of any outflow in settlement is remote.

Provisions and contingent liability are reviewed at each balance sheet.

Warranty provisions

The Group provides warranties for general repairs of defects that existed at the time of sale, as required by law. Provisions related to these assurance-type warranties are recognised when the product is sold, or the service is provided to the customer. Initial recognition is based on historical experience. The initial estimate of warranty- related costs is revised annually.

Retirement and other employment benefits

Retirement benefit in the form of provident fund and pension fund are defined contribution scheme. The Group has no obligation, other than the contribution payable to the provident fund and pension fund. The Group

recognises contribution payable to the provident fund and pension fund as an expense, when an employee renders the related service. If the contribution payable to the scheme for service received before the reporting date exceeds the contribution already paid, the deficit payable to the scheme is recognised as a liability after deducting the contribution already paid. If the contribution already paid exceeds the contribution due for services received before the reporting date, then excess is recognised as an asset to the extent that the pre-payment will lead to, for example, a reduction in future payment or a cash refund.

The cost of providing benefits under the defined benefit plan is determined using the projected unit credit method using actuarial valuation to be carried out at each reporting date.

Re-measurements, comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets (excluding amounts included in net interest on the net defined benefit liability), are recognised immediately in the Restated Consolidated Summary Statements of Assets and Liabilities with a corresponding debit or credit to retained earnings through OCI in the period in which they occur. Re-measurements are not reclassified to profit or loss in subsequent periods.

Past service costs are recognised in Restated Consolidated Summary Statements of Profit and Loss on the earlier of:

a) The date of the plan amendment or curtailment, and

b) The date that the Group recognises related restructuring costs

Net interest is calculated by applying the discount rate to the net defined benefit liability or asset. The Group recognises the following changes in the net defined benefit obligation as an expense in the Restated Consolidated Summary Statements of Profit and Loss:

a. Service costs comprising current service costs, past-service costs, gains and losses on curtailments and nonroutine settlements; and

b. Net interest expense or income.

Accumulated leave, which is expected to be utilised within the next twelve months, is treated as short-term employee benefit. The Group measures the expected cost of such absences as the additional amount that it expects to pay as a result of the unused entitlement that has accumulated at the reporting date. The Group recognises expected cost of short-term employee benefit as an expense, when an employee renders the related service.

The Group treats accumulated leave expected to be carried forward beyond twelve months, as long-term employee benefit for measurement purposes. Such long-term compensated absences are provided for based on the actuarial valuation using the projected unit credit method at the reporting date. Actuarial gains/losses are immediately taken to the Consolidated Ind AS Statement of Profit and Loss and are not deferred. The obligations are presented as current liabilities in the Consolidated Ind AS Balance Sheet if the entity does not have an unconditional right to defer the settlement for at least twelve months after the reporting date.

The Group presents the leave as a current liability in the Consolidated Ind AS Balance Sheet, to the extent it does not have an unconditional right to defer its settlement for twelve months after the reporting date.

Financial instruments

Initial recognition and measurement of financial instruments

Financial assets and financial liabilities are recognised when the Group becomes a party to the contract embodying the related financial instruments. All financial assets, financial liabilities contracts are initially measured at transaction cost and where such values are different from the fair value, at fair value except for trade receivables which are initially recognised at transaction price. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit and loss) are added to or deducted from the fair value measured on initial recognition of financial asset or financial liability. Transaction costs directly attributable to the acquisition of financial assets and financial liabilities at fair value through profit and loss are immediately recognised in the Restated Consolidated Summary Statements of Profit and Loss.

Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value through profit or loss and fair value through other comprehensive income. The classification of financial assets at initial recognition depends on the financial assets contractual cash flow characteristics and the Groups business model for managing them. With the exception of trade receivables that do not contain a significant financing component or for which the Group has applied the practical expedient, the Group initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs. Trade receivables that do not contain a significant financing component or for which the Group has applied the practical expedient are measured at the transaction price as disclosed under Revenue recognition policy.

In order for a financial asset to be classified and measured at amortised cost, it needs to give rise to cash flows that are ‘solely payments of principal and interest (SPPI) on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level. Financial assets with cash flows that are not SPPI are classified and measured at fair value through profit or loss, irrespective of the business model.

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, payables, as appropriate.

All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.

The Groups financial liabilities include trade and other payables, loans and borrowings including bank overdrafts and put option liability.

Subsequent measurement of financial instruments

For purposes of subsequent measurement:

a. Financial assets are classified in below categories:

- Financial assets at amortised cost

- Financial assets at fair value through other comprehensive income with no recycling of cumulative gains and losses - Equity instruments

- Financial assets at fair value through profit or loss (FVTPL)

b. Financial liabilities are classified in two categories:

- Financial liabilities at fair value through profit or loss

- Financial liabilities at amortised cost (loans and borrowings)

Effective interest method

The effective interest method is a method of calculating the amortised cost of a financial instrument and of allocating interest income or expense over the relevant period. The effective interest rate is the rate that exactly discounts future cash receipts or payments through the expected life of the financial instrument, or where appropriate, a shorter period.

Financial assets

Financial assets at amortised cost

A ‘financial asset is measured at the amortised cost if both the following conditions are met:

a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows, and

b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.

This category is the most relevant to the Company. After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest rate (EIR) method and are subject to impairment as per the accounting policy applicable to ‘Impairment of financial assets. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral

part of the EIR. The EIR amortisation is included in other income in the profit or loss. The losses arising from impairment are recognised in the profit or loss. The Companys financial assets at amortised cost includes trade receivables, cash and cash equivalents, other bank balances, investments, loans and other financial assets.

Financial assets measured at fair value

A ‘financial asset is classified as at the FVTOCI if both of the following criteria are met:

a) The objective of the business model is achieved both by collecting contractual cash flows and selling the financial assets, and

b) The assets contractual cash flows represent SPPI.

Financial asset not measured at amortised cost or at fair value through other comprehensive income is carried at fair value through the Profit and Loss.

For financial assets maturing within one year from the balance sheet date, the carrying amounts approximate fair value due to the short maturity of these instruments.

Equity investments

Upon initial recognition, the Group can elect to classify irrevocably its equity investments as equity instruments designated at fair value through OCI when they meet the definition of equity under Ind AS 32 Financial Instruments: Presentation and are not held for trading. The classification is determined on an instrument-byinstrument basis. Equity instruments which are held for trading and contingent consideration recognised by an acquirer in a business combination to which Ind AS 103 applies are classified as at FVTPL.

Gains and losses on these financial assets are never recycled to profit or loss. Dividends are recognised as other income in the statement of profit and loss when the right of payment has been established, except when the Company benefits from such proceeds as a recovery of part of the cost of the financial asset, in which case, such gains are recorded in OCI. Equity instruments designated at fair value through OCI are not subject to impairment assessment. Equity instruments included within the FVTPL category are measured at fair value with all changes recognised in the Statement of Profit and Loss.

Investment in preference shares / preferred stock of the associate companies are treated as equity instruments if the same are convertible into equity shares or are redeemable out of the proceeds of equity instruments issued for the purpose of redemption of such investments. Investment in preference shares / preferred stock not meeting the aforesaid conditions are classified as debt instruments at FVTPL. Accordingly, same are carried at cost less accumulated impairment losses, if any.

Impairment of financial assets

The Group recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.

ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).

For trade receivables and contract assets, the Group applies a simplified approach in calculating ECLs. Therefore, the Group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.

For financial assets maturing within one year from the balance sheet date, the carrying amounts approximates fair value due to the short maturity of these instruments.

De-recognition of financial assets

The Group de-recognises a financial asset only when the contractual rights to the cash flows from the financial asset expire, or it transfers the financial asset and the transfer qualifies for de-recognition under Ind AS 109.

If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognises its retained interest in the assets and an associated liability for amounts it may have to pay.

If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds received.

On de-recognition of a financial asset in its entirety, the difference between the carrying amount measured at the date of de-recognition and the consideration received is recognised in Restated Consolidated Summary Statements of Profit and Loss.

Financial liabilities and equity instruments Classification as debt or equity

Financial liabilities and equity instruments issued by the Group are classified according to the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument.

Equity Instruments

An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities. Equity instruments are recorded at the proceeds received, net of direct issue costs.

Financial Liabilities at amortised cost

Financial liabilities are initially measured at fair value, net of transaction costs, and are subsequently measured at amortised cost, using the effective interest rate method where the time value of money is significant. Interest bearing bank loans, overdrafts and issued debt are initially measured at fair value and are subsequently measured at amortised cost using the effective interest rate method. Any difference between the proceeds (net of transaction costs) and the settlement or redemption of borrowings is recognised over the term of the borrowings in the Restated Consolidated Summary Statements of Profit and Loss.

For trade and other payables maturing within one year from the balance sheet date, the carrying amounts approximate fair value due to the short maturity of these instruments.

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss.

Put option liability

The potential cash payments related to put options issued by the Group over the equity of subsidiary companies to non-controlling interests are accounted for as financial liabilities as per Ind AS 109.

The amount that may become payable under the option on exercise is initially recognised at fair value under other financial liabilities with a corresponding charge directly to equity. All subsequent changes in the carrying amount of the financial liability that result from the remeasurement of the present value of the amount payable upon exercise of non-controlling interest are recognised in the profit or loss attributable to the parent. The entity recognises both the non-controlling interest and the financial liability under the NCI put. It continues to measure non-controlling interests at proportionate share of net assets.

If the put option is exercised, the entity accounts for an increase in its ownership interest. At the same time, the entity derecognises the financial liability and recognises an offsetting credit in the same component of equity reduced on initial recognition. In the event that the option expires unexercised, the liability is derecognised with a corresponding adjustment to equity.

De-recognition

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the de-recognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the Restated Consolidated Summary Statements of Profit and Loss.

Off-setting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the Restated Consolidated Summary Statements of Assets and Liabilities if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

Inventories

Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on the weighted average formula, and includes expenditure incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their present location and condition. In the case of manufactured inventories and work-in-progress, cost includes an appropriate share of fixed production overheads based on normal operating capacity.

Costs incurred in bringing each product to its present location and condition are accounted for as follows:

a) Raw materials, consumables, stores, spares and packing materials: cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition.

b) Finished goods and work in progress: cost includes cost of direct materials and labour and a proportion of manufacturing overheads based on the normal operating capacity, but excluding borrowing costs.

c) Traded goods: cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition.

Goods in transit is measured at the lower of actual cost and net realisable value.

Provisions are made towards slow-moving and obsolete items established policy, primarily based on inventory ageing and, where applicable, remaining shelf-life. The assessment considers factors such as usage patterns, expected demand, technological changes, and specific product characteristics across inventory categories.

Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and the estimated cost necessary to make the sale. The net realisable value of work-in-progress is determined with reference to the selling prices of related finished products.

Raw materials, components and other supplies held for use in the production of finished products are not written down below cost except in cases where material prices have declined and it is estimated that the cost of the finished products will exceed their net realisable value.

The comparison of cost and net realisable value is made on an item-by-item basis.

Segment reporting

Operating segments are identified as those components of the Group (a) that engage in business activities to earn revenues and incur expenses (including transactions with any of the Groups other components); (b) whose operating results are regularly reviewed by the Groups Chief Operating Decision Maker (CODM) to make decisions about resource allocation and performance assessment and (c) for which discrete financial information is available. The accounting policies consistently used in the preparation of Restated Consolidated Summary Statements are also applied to record revenue and expenditure in individual segments.

The Group is engaged in the business of manufacturing chip based diagnostic devices, chips and reagents, X -ray equipments, single / dual detector solutions, digital pathology scanner, etc. The Group is also engaged in the business of developing diagnostics devices and tests in the bio-sensing domain and licensing of technology / patents in order to generate revenue.

Accordingly, the Groups activities and business is reviewed regularly by the chief operating decision maker from an overall business perspective, rather than reviewing its products/services as individual standalone components and therefore subject to the same risk and reward and accordingly falls within single business segment.

Cash and cash equivalents

Cash and cash equivalent in the Restated Consolidated Summary Statements of Assets and Liabilities comprise cash at banks and on hand and short-term deposits with an original maturity of three months or less that are readily convertible to a known amount of cash and which are subject to an insignificant risk of changes in value.

For the purpose of the Restated Consolidated Summary Statements of Cashflows, cash and cash equivalents consist of cash and short-term deposits, as defined above, net of outstanding bank overdrafts, as they are considered an integral part of the Groups cash management.

Cash flows are reported using the indirect method, whereby profit for the period is adjusted for the effects of transactions of a non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or expenses associated with investing or financing cash flows. The cash flows from operating, investing and financing activities of the Group are segregated.

Foreign currencies

The Restated Consolidated Summary Statements are presented in Indian Rupee (‘C), which is also the Groups functional currency.

Transactions and balances

Transactions in foreign currencies are initially recorded at functional currency spot rates at the date the transaction first qualifies for recognition. However, for practical reasons, the Group uses average rate if the average approximates the actual rate at the date of the transaction.

Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates of exchange at the reporting date.

Exchange differences arising on settlement or translation of monetary items are recognised in Restated Consolidated Summary Statements of Profit and Loss.

Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item (i.e., translation differences on items whose fair value gain or loss is recognised in OCI or profit or loss are also recognised in OCI or profit or loss, respectively).

Group companies

On consolidation, the assets and liabilities of foreign operations are translated into Rs. at the rate of exchange prevailing at the reporting date and their statements of profit and loss are translated at exchange rates prevailing at the dates of the transactions. For practical reasons, the group uses an average rate to translate income and expense items, if the average rate approximates the exchange rates at the dates of the transactions. The exchange differences arising on translation for consolidation are recognised in OCI. On disposal of a foreign operation, the component of OCI relating to that particular foreign operation is recognised in profit and loss.

Any goodwill arising on the acquisition of a foreign operation and any fair value adjustments to the carrying amounts of assets and liabilities arising on the acquisition are treated as assets and liabilities of the foreign operation and translated at the spot rate of exchange at the reporting date.

Gain or loss on a subsequent disposal of any foreign operation excludes translation differences that arose before the date of transition but includes only translation differences arising after the transition date.

Corporate social responsibility (‘CSR) expenditure

The Group charges its CSR expenditure during the year to the Restated Consolidated Summary Statements of Profit and Loss.

Earnings per share

The Group presents basic and diluted earnings per share for its ordinary shares. Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders of the Parent Company by the weighted average number of equity shares outstanding during the period.

Partly paid equity shares are treated as a fraction of an equity share to the extent that they are entitled to participate in dividends relative to a fully paid equity share during the reporting period. The weighted average number of equity shares outstanding during the period is adjusted for events such as bonus issue, bonus element in a rights issue, share split, and reverse share split (consolidation of shares) that have changed the number of equity shares outstanding, without a corresponding change in resources.

For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders of the Parent Company and the weighted average number of shares outstanding during the period are adjusted for the effects of all potential dilutive equity shares.

Government and other grants

Government grants are recognised where there is reasonable assurance that the grant will be received and all attached conditions will be complied with. When the grant relates to an expense item, it is deducted in reporting the related expenses. When the grant relates to an asset, it is recognised by deducting the grant in arriving at the carrying amount of the asset, in which case the grant is recognised in profit or loss as a reduction of depreciation.

Exceptional items

Exceptional items represents the nature of transactions which are not in recurring nature during the ordinary course of business and are of such size, nature or incidence that their separate disclosure is considered necessary to explain the performance of the Group and lead to increase/ decrease in profit/ loss for the year.

Climate - related matters

The Group considers climate-related matters in estimates and assumptions, where appropriate. This assessment includes a wide range of possible impacts on the Group due to both physical and transition risks. Even though the Group believes its business model and products will still be viable after the transition to a low-carbon economy, climate-related matters increase the uncertainty in estimates and assumptions underpinning several items in the Restated Consolidated Summary Statements. Even though climate-related risks might not currently have a significant impact on measurement, the Group is closely monitoring relevant changes and developments, such as new climate-related legislation.

CHANGES IN ACCOUNTING POLICIES

There have been no changes in our accounting policies during Fiscals 2026, 2025 and 2024.

PRINCIPAL COMPONENTS OF INCOME AND EXPENDITURE Income

Our total income comprises our revenue from operations and other income.

Revenue from operations

Our revenue from operations comprises: (i) revenue from contracts with customers for the sale of products of finished goods and traded goods; and (ii) other operating revenue.

Other income

Our other income primarily comprises (i) interest income on bank deposits; (ii) duty drawback; (iii) gain on account

of foreign exchange fluctuation (net); (iv) interest income on loan; (v) interest income on security deposits; (vi) interest income on income tax refund; (vii) gain on sale of assets; (viii) liabilities no longer required written back; and (ix) miscellaneous income.

Expenses

Our expenses comprise: (i) cost of raw material and components consumed; (ii) (Increase) / decrease in inventories of finished goods, work-in-progress and traded goods; (iii) purchase of traded goods; (iv) employee benefit expenses; (v) depreciation and amortisation expenses; (vi) finance costs; and (vii) other expenses.

Cost of raw material and components consumed

Cost of raw material and components consumed comprises of inventory at the beginning of the year, purchases during the year, and inventory acquired through a business combination, excluding the inventory at the end of the year.

(Increase) / decrease in inventories of finished goods, work-in-progress and traded goods

(Increase) / decrease in inventories of finished goods, work-in-progress and traded goods comprises the opening and closing balance of finished goods, work-in-progress and traded goods.

Employee benefit expense

Employee benefit expense comprises: (i) salaries, wages and bonus; (ii) gratuity expenses; (iii) contribution to provident and other funds; and (iv) staff welfare expenses.

Depreciation and amortisation expenses

Depreciation and amortisation expenses comprises: (i) depreciation of property, plant and equipment; (ii) amortisation of intangible assets; and (iii) depreciation of right-of-use assets.

Finance costs

Our finance costs comprise: (i) interest expenses; (ii) interest on lease liabilities; (iii) interest - others; and (iv) bank charges.

Other expenses

Our other expenses comprise: (i) royalty expenses; (ii) manpower cost; (iii) freight expenses; (iv) commission expenses; (v) travelling and conveyance; (vi) power and fuel; (vii) warranty expenses; (viii) advertising and sales promotion; (ix) legal and professional charges; (x) payment to auditor; (xi) rent; (xii) repairs and maintenance; (xiii) rates and taxes; (xiv) loss on account of foreign exchange fluctuation (net); (xv) impairment allowance/ provision for doubtful debts and advances; (xvi) bad debts / advances written off; (xvii) corporate social responsibility expenses; (xviii) loss on disposal of property, plant and equipment (net); (xix) patent search and renewal charges; (xx) intangible assets under development written off; (xxi) impairment on investments; (xxii) miscellaneous expenses.

RESULTS OF OPERATIONS

The following table sets forth certain information with respect to our results of operations for the years indicated:

Particulars Fiscal
2026 2025 2024
(Rs. million) Percentage of Total Income (%) (Rs. million) Percentage of Total Income (% (Rs. million) Percentage of Total Income (%)
Income
Revenue from operations 14,456.87 99.35% 10,204.18 99.27% 8,365.61 99.51%
Other income 94.83 0.65% 75.18 0.73% 40.98 0.49%
Total income 14,551.70 100.00% 10,279.36 100.00% 8,406.59 100.00%
Expenses
Cost of raw 5,699.23 39.17% 4,347.71 42.30% 3,199.28 38.06%
material and components consumed
Decrease / (Increase) in inventories of finished goods, work- in-progress and traded goods 12.86 0.09% (224.67) (2.19)% 196.75 2.34%
Purchase of traded goods 49.66 0.34% 25.38 0.25% 8.20 0.10%
Employee benefit expenses 1,452.27 9.98% 1,027.85 10.00% 638.92 7.60%
Depreciation and amortisation expenses 636.40 4.37% 445.53 4.33% 410.08 4.88%
Finance costs 334.66 2.30% 176.58 1.72% 144.46 1.72%
Other expenses 4,028.42 27.68% 2,405.68 23.40% 1,980.65 23.56%
Total expenses 12,213.50 83.93% 8,204.06 79.81% 6,578.34 78.25%
Restated profit before tax, share of loss of associates and exceptional items 2,338.20 16.07% 2,075.30 20.19% 1,828.25 21.75%
Share of loss of associates, net of tax (21.98) (0.15)% (19.70) (0.19)% (0.17) 0.00%
Restated Profit before tax and exceptional items 2,316.22 15.92 % 2,055.60 20.00% 1,828.08 21.75%
Exceptional items (net) 4.85 0.03% 111.32 1.08% 531.69 6.32%
Restated profit before tax 2,311.37 15.88% 1,944.28 18.91% 1,296.39 15.42%
Tax expenses
Current tax 732.93 5.04% 759.58 7.39% 649.53 7.73%
Deferred tax (credit)/ charge (62.96) (0.43)% (204.13) (1.99)% (192.41) (2.29)%
Adjustment of tax relating to earlier years 3.04 0.03% 3.85 0.05%
Total tax expenses 669.97 4.60% 558.49 5.43% 460.97 5.48%
Restated profit/ (loss) for the year 1,641.40 11.28% 1,385.79 13.48% 835.42 9.94%

FISCAL 2026 COMPARED TO FISCAL 2025 Total income

Our total income increased from Rs. 10,279.36 million in Fiscal 2025 to Rs. 14,551.70 million in Fiscal 2026 on account of an increase in revenue from operations and other income.

Revenue from operations

Our revenue from operations increased by 41.68 % from Rs. 10,204.18 million in Fiscal 2025 to Rs. 14,456.87 million in Fiscal 2026, primarily due to increase in the revenue from contracts with customers - sale of products - finished goods from Rs. 9,837.26 million in Fiscal 2025 to Rs. 13,988.25 million in Fiscal 2026. This increase is on account of (a) an increase in revenue from sale of test kits from Rs. 7,309.58 million in Fiscal 2025 to Rs. 10,348.20 million in Fiscal 2026 and (b) an increase in revenue from sale of devices from Rs. 2,029.58 million in Fiscal 2025 to Rs. 2,032.84 million in Fiscal 2026.

Other income

Other income increased by 26.14 % from Rs. 75.18 million in Fiscal 2025 to Rs. 94.83 million in Fiscal 2026, primarily due to an increase in interest income on bank deposits from Rs. 22.52 million in Fiscal 2025 to Rs. 46.93 million in Fiscal 2026 on account of increase in deposits balance in OptraScan. This was primarily offset by decrease in duty drawback from Rs. 22.01 million in Fiscal 2025 to Rs. 15.58 million in Fiscal 2026 on account of decrease in export sales.

Expenses

Our total expenses increased by 48.87% from Rs. 8,204.06 million in Fiscal 2025 to Rs. 12,213.50 million in Fiscal 2026, primarily due to an increase in cost of raw material and components consumed, purchase of traded goods, employee benefit expenses, finance costs, depreciation and amortisation expenses, and other expenses.

Cost of raw material and components consumed

Our cost of raw material and components consumed increased by 31.09 % from Rs. 4,347.71 million in Fiscal 2025 to Rs. 5,699.23 million in Fiscal 2026, primarily due to an increase in purchases from Rs. 5,418.69 million in Fiscal 2025 to Rs. 5,794.37 million in Fiscal 2026 on account of an increase in consumption of materials due to the increase in sales.

Decrease / (Increase) in inventories of finished goods, work-in-progress and traded goods

Our decrease / (increase) in inventories of finished goods, work-in-progress and traded goods were Rs. (224.67) million in Fiscal 2025 compared to Rs. 12.86 million in Fiscal 2026, primarily due to an increase in closing balance of work-in-progress from Rs. 754.27 million in Fiscal 2025 to Rs. 935.59 million in Fiscal 2026 which was partially off set by a decrease in closing balance of finished goods from Rs. 851.56 million in Fiscal 2025 to Rs. 738.26 million in Fiscal 2026 and a decrease in closing balance of traded goods from Rs. 41.23 million in Fiscal 2025 to Rs. 11.56 million in Fiscal 2026.

Purchase of traded goods

Our purchase of traded goods increased from Rs. 25.38 million in Fiscal 2025 to Rs. 49.66 million in Fiscal 2026, primarily due to an increase in demand of traded goods such as iBreast devices.

Employee benefit expenses

Our employee benefits expenses increased by 41.29% from Rs. 1,027.85 million in Fiscal 2025 to Rs. 1,452.27 million in Fiscal 2026, mainly on account of an increase in salaries, wages and bonus from Rs. 966.63 million in Fiscal 2025 to Rs. 1,310.82 million in Fiscal 2026 and increase in staff welfare expenses from Rs. 20.40 million in Fiscal 2025 to Rs. 69.76 million in Fiscal 2026. This increase was primarily due to increase in employees from 1,000 as of March 31, 2025 to 1,225 as of March 31, 2026 as well as annual salary increments during Fiscal 2026. The increase in headcount included employees added pursuant to the acquisition of OptraScan.

Depreciation and amortisation expenses

Our depreciation and amortisation expenses increased by 42.84% from Rs. 445.53 million in Fiscal 2025 to Rs. 636.40 million in Fiscal 2026, primarily due to increased investments in property, plant and equipment and lease assets as we expanded our business operations and continued to invest in our manufacturing facilities. The increase was also attributable to the amortisation of intangible assets, including scanner technology, recognized pursuant to the acquisition of OptraScan.

Finance costs

Our finance costs increased by 89.52% from Rs. 176.58 million in Fiscal 2025 to Rs. 334.66 million in Fiscal 2026 on account of an increase in interest expenses on borrowings from Rs. 136.38 million in Fiscal 2025 to Rs. 279.79 million in Fiscal 2026 due to interest expense incurred on term loan taken for OptraScan acquisition and increase in utilization of working capital driven by the sales growth.

Other expenses

Our other expenses increased by 67.45% from Rs. 2,405.68 million in Fiscal 2025 to Rs. 4,028.42 million in Fiscal 2026, primarily due to an increase in:

• commission expenses from Rs. 648.53 million in Fiscal 2025 to Rs. 1,682.87 million in Fiscal 2026 on account of increase in sales and related activities;

• marketing consultancy charges from Rs. 87.29 million in Fiscal 2025 to Rs. 193.22 million in Fiscal 2026 on account of increase in overseas consultants;

• legal and professional charges from Rs. 122.47 million in Fiscal 2025 to Rs. 178.92 million in Fiscal 2026 primarily on account of payment of fees to consultants for product development, recruitment and global approvals;

• manpower cost from Rs. 412.16 million in Fiscal 2025 to Rs. 507.96 million in Fiscal 2026 on account of increase in cost of contractual labour for production to cater increased sales.

• loss on account of foreign exchange fluctuation (net) from Rs. 31.92 million in Fiscal 2025 to Rs. 72.35 million in Fiscal 2026 on account of depreciation of Indian Rupee against major global currencies.

Restated profit before tax, share of loss of associates and exceptional items

For the reasons discussed above, restated profit before tax, share of loss of associates and exceptional items was Rs. 2,338.20 million in Fiscal 2026 compared to Rs. 2,075.30 million in Fiscal 2025.

Exceptional items (net)

Exceptional items (net) amounted to Rs. 4.85 million in Fiscal 2026. Exceptional items (net) comprised of (a) impact of new labour codes of Rs. 43.27 million primarily on account of increase in gratuity liability and leave liability (compensated absences) on account of New Labour Codes notified by the Government of India on November 21, 2025 and (b) Gain on remeasurement of previously held interest in associate of Rs. (38.42) million on account of derecognition of investment in associate OptraScan.

Restated profit before tax

For the reasons discussed above, restated profit before tax was Rs. 2,311.37 million in Fiscal 2026 compared to restated profit before tax of Rs. 1,944.28 million in Fiscal 2025.

Tax expenses

Our tax expenses increased from Rs. 558.49 million in Fiscal 2025 to Rs. 669.97 million in Fiscal 2026, primarily due to deferred tax credit of Rs. 62.96 million in Fiscal 2026 compared to Rs. 204.13 million in Fiscal 2025 primarily on account of reduction in temporary differences on account of different treatment between the Income Tax Act, 1961 and Companies Act, 2013 and current tax of Rs. 732.93 million in Fiscal 2026 compared to Rs. 759.58 million in Fiscal 2025 on account of decrease in disallowances as per Income Tax Act, 1961. Further, adjustment of tax relating to earlier years was nil in Fiscal 2026 compared to Rs. 3.04 million in Fiscal 2025.

Restated profit/(loss) for the year

Our restated profit for the year in Fiscal 2026 was Rs. 1,641.40 million compared to profit of Rs. 1,385.79 million in Fiscal 2025.

FISCAL 2025 COMPARED TO FISCAL 2024 Total income

Our total income increased from Rs. 8,406.59 million in Fiscal 2024 to Rs. 10,279.36 million in Fiscal 2025, primarily due to increase in revenue from operations.

Revenue from operations

Our revenue from operations increased by 21.98% from Rs. 8,365.61 million in Fiscal 2024 to Rs. 10,204.18 million in Fiscal 2025, primarily due to increase in the revenue from contracts with customers - sale of products - finished goods from Rs. 8,152.38 million in Fiscal 2024 to Rs. 9,837.26 million in Fiscal 2025. This increase is on account of (a) an increase in revenue from sale of test kits from Rs. 5,525.45 million in Fiscal 2024 to Rs. 7,309.58 million in Fiscal 2025 and (b) an increase in revenue from sale of devices from Rs. 1,846.80 million in Fiscal 2024 to Rs. 2,029.58 million in Fiscal 2025.

Other income

Our other income increased by 83.46% from Rs. 40.98 million in Fiscal 2024 to Rs. 75.18 million in Fiscal 2025, primarily due to an increase in interest income on bank deposits from Rs. 11.96 million in Fiscal 2024 to Rs. 22.52 million in Fiscal 2025 on account of increase in fixed deposit balances, increase in duty drawback from Rs. 9.97 million in Fiscal 2024 to Rs. 22.01 million in Fiscal 2025 on account of increase in export sales, and increase in miscellaneous income from Rs. 3.06 million in Fiscal 2024 to Rs. 8.41 million in Fiscal 2025.

Expenses

Total expenses increased by 24.71% from Rs. 6,578.34 million in Fiscal 2024 to Rs. 8,204.06 million in Fiscal 2025, primarily due to an increase in cost of raw material and components consumed, decrease / (increase) in inventories of finished goods, work-in-progress and traded goods, purchase of traded goods, employee benefit expenses, finance costs and other expenses.

Cost of raw material and components consumed

Our cost of raw material and components consumed increased by 35.90% from Rs. 3,199.28 million in Fiscal 2024 to Rs. 4,347.71 million in Fiscal 2025, primarily due to increase in purchases from Rs. 3,245.90 million in Fiscal 2024 to Rs. 5,418.69 million in Fiscal 2025 on account of an increase in consumption of materials due to the increase in sales.

Decrease / (increase) in inventories of finished goods, work-in-progress and traded goods

Our decrease / (increase) in inventories of finished goods, work-in-progress and traded goods were Rs. 196.75 million in Fiscal 2024 compared to Rs. (224.67) million in Fiscal 2025, primarily due to an increase in closing balance of finished goods from Rs. 560.83 million in Fiscal 2024 to Rs. 851.56 million in Fiscal 2025.

Purchase of traded goods

Our purchase of traded goods increased from Rs. 8.20 million in Fiscal 2024 to Rs. 25.38 million in Fiscal 2025, primarily due to an increase in demand for traded goods such as truelux and flir54 from our customers.

Employee benefit expenses

Our employee benefit expenses increased by 60.87% from Rs. 638.92 million in Fiscal 2024 to Rs. 1,027.85 million in Fiscal 2025, primarily due to increase in salaries, wages and bonus from Rs. 594.19 million in Fiscal 2024 to Rs. 966.63 million in Fiscal 2025. This increase was primarily due to an increase in employees from 812 as of March 31, 2024 to 1,000 as of March 31, 2025, annual increment, and hiring of KMPs and SMPs.

Depreciation and amortisation expenses

Our depreciation and amortisation expenses increased by 8.64% from Rs. 410.08 million in Fiscal 2024 to Rs. 445.53 million in Fiscal 2025, primarily due to increased investments in property, plant and equipment and lease assets as we expanded our business operations and continued to invest in our manufacturing facilities.

Finance costs

Our finance costs increased by 22.23% from Rs. 144.46 million in Fiscal 2024 to Rs. 176.58 million in Fiscal 2025, primarily due to an increase in interest expenses on borrowings from Rs. 115.98 million in Fiscal 2024 to Rs. 136.38 million in Fiscal 2025 due to increase in utilization of working capital. The sanction limits are increased from Rs. 2,335.50 million as of March 31, 2024, to Rs. 3,070.50 million as of March 31, 2025.

Other expenses

Our other expenses increased from Rs. 1,980.65 million in Fiscal 2024 to Rs. 2,405.68 million in Fiscal 2025, primarily due to an increase in:

• manpower cost, which includes cost of contractual labour, from Rs. 238.12 million in Fiscal 2024 to Rs. 412.16 million in Fiscal 2025 on account of increase in production to cater increased sales;

• commission expenses from Rs. 389.86 million in Fiscal 2024 to Rs. 648.53 million in Fiscal 2025 on account of increase in sales and related activities;

• advertising and sales promotion from Rs. 56.73 million in Fiscal 2024 to Rs. 133.84 million in Fiscal 2025 on account of increased marketing activities, participation in exhibitions and other spends such as website development and branding;

• legal and professional charges from Rs. 97.59 million in Fiscal 2024 to Rs. 122.47 million in Fiscal 2025 primarily on account of payment of fees for global approvals and overseas investment related consultancy; and

• marketing consultancy charges, which includes cost of overseas consultants, has increased from Rs. 63.65 million in Fiscal 2024 to Rs. 87.29 million in Fiscal 2025 on account of increase in overseas consultants.

Restated profit before tax, share of loss of associates and exceptional items

For the reasons discussed above, restated profit before tax, share of loss of associates and exceptional items was Rs. 2,075.30 million in Fiscal 2025 compared to Rs. 1,828.25 million in Fiscal 2024.

Exceptional items (net)

Exceptional items (net) amounted to Rs. 111.32 million in Fiscal 2025. Exceptional items (net) comprised (a) (Reversal of impairment allowance) / impairment allowance for security deposit of Rs. (11.80) million which has been reversed on account of recovery proceedings, (b) provision for inventories obsolescence of Rs. 87.96 million, primarily consisting of excess COVID-19-related inventories and for certain products rendered obsolete by newer versions, and (c) impairment of intangible assets and intangible assets under development of Rs. 35.16 million with respect to one of the product (BeagleZ) developed in-house which we no longer expect it to generate sufficient future business.

Restated profit before tax

For the reasons discussed above, restated profit before tax was Rs. 1,296.39 million in Fiscal 2024 compared to restated profit before tax of Rs. 1,944.28 million in Fiscal 2025.

Tax expenses

Our tax expenses increased from Rs. 460.97 million in Fiscal 2024 to Rs. 558.49 million in Fiscal 2025. Current tax expense increased to Rs. 759.58 million in Fiscal 2025 from Rs. 649.53 million in Fiscal 2024, on account of increase in taxable income. Our deferred tax credit increase to Rs. 204.13 million in Fiscal 2025 from Rs. 192.41 million in Fiscal 2024 primarily on account of higher temporary differences on account of different treatment between the Income Tax Act, 1961, and Companies Act, 2013. Adjustment of tax relating to earlier years was Rs. 3.04 million in Fiscal 2025 compared to Rs. 3.85 million in Fiscal 2024.

Restated profit/(loss) for the year

Our restated profit for the year in Fiscal 2025 was t 1,385.79 million compared to restated profit for the year of t 835.42 million in Fiscal 2024.

LIQUIDITY AND CAPITAL RESOURCES

We have historically financed the expansion of our business and operations primarily through debt financing and funds generated from our operations. From time to time, we may obtain loan facilities to finance our short term working capital requirements.

CASH FLOWS

The following table sets forth certain information relating to our cash flows in the years indicated:

Particulars For the year ended March 31,
2026 2025 2024

(Rs. in million)

Net cash flows from / (used in) operating activities 503.85 2,871.03 95.70
Net cash flows (used in) / from investing activities (932.22) (1,226.53) (450.10)
Net cash flows from / (used in) financing activities 2,760.66 (261.47) (315.53)
Net increase / (decrease) in cash and cash equivalents 2,332.29 1,383.03 (669.93)
Cash and cash equivalents at the end of the year 3,357.73 632.32 (750.71)

Operating Activities

Fiscal 2026

Net cash flows from operating activities was t 503.85 million in Fiscal 2026. While our restated profit before tax was t 2,311.37 million, we had an operating profit before working capital changes of t 3,528.27 million. This was primarily due to addition of depreciation and amortisation expenses of t 636.40 million, interest income of t (65.67) million, provision for inventories obsolescence of t 204.18 million, impairment allowance on trade receivables and advances of t 127.39 million, finance costs of t 313.93 million and share of loss of associates, net of tax of t 21.98 million.

Our working capital adjustments primarily comprised increase in inventories of t 283.22 million, increase in trade receivables of t 1,460.53 million, increase in non-current and current other financial and other assets of t 824.30 million, increase in trade payables, non-current and current other financial, other liabilities and provisions of t 250.46 million. Cash generated from operations was t 1,210.68 million. Direct taxes paid (net of refund) was t 706.83 million.

Fiscal 2025

Net cash flows from operating activities was t 2,871.03 million in Fiscal 2025. While our restated profit before tax was t 1,944.28 million, we had an operating profit before working capital changes of t 2,851.05 million. This was primarily due to addition of depreciation and amortisation expenses of t 445.53 million, impairment allowance on trade receivables and advances of t 151.40 million, bad debts / advances written off of t 4.56 million, provision for inventories obsolescence of t 132.93 million, (reversal of impairment allowance) / impairment allowance for security deposit of t (11.80) million, impairment of intangible assets and intangible assets under development of t 35.16 million, liabilities no longer required, written back of t (12.20) million, finance costs of t 160.09 million and share of loss of associates, net of tax of t 19.70 million.

Our working capital adjustments primarily comprised increase in inventories of t 1,340.62 million, decrease in trade receivables of t 1,371.53 million, increase in non-current and current other financial and other assets of t 577.70 million, increase in trade payables, non-current and current other financial, other liabilities and provisions of t 1,365.43 million. Cash generated from operations was t 3,669.69 million. Direct taxes paid (net of refund) was t 798.66 million.

Fiscal 2024

Net cash flows from operating activities was t 95.70 million in Fiscal 2024. While our restated profit before tax was t 1,296.39 million, we had an operating profit before working capital changes of t 2,731.33 million. This was primarily due to addition of depreciation and amortisation expenses of t 410.08 million, impairment allowance on

trade receivables and advances of t 339.58 million, bad debts / advances written off of t 39.45 million, provision for inventories obsolescence of t 168.59 million, impairment on intangible assets acquired through asset acquisition of t 198.28 million, impairment allowance for security deposit of t 99.51 million, impairment of intangible assets and intangible assets under development of t 65.31 million, finance costs of t 136.90 million and share of loss of associates, net of tax of t 0.17 million.

Our working capital adjustments primarily comprised decrease in inventories of t 150.13 million, increase in trade receivables of t 2,639.49 million, increase in non-current and current other financial and other assets of t 32.62 million, increase in trade payables, non-current and current other financial, other liabilities and provisions of t 321.00 million. Cash generated from operations was t 530.35 million. Direct taxes paid (net of refund) was t 434.65 million.

Investing Activities

Fiscal 2026

Net cash flows used in investing activities was t 932.22 million in Fiscal 2026, primarily on account of purchase of property, plant and equipment (including capital work-in-progress, capital advances and payable towards capital goods) and intangible assets of t 500.22 million and investment in bank deposits (net) of t 483.73 million, which was partially offset by interest income received of t 47.44 million.

Fiscal 2025

Net cash flows used in investing activities was t 1,226.53 million in Fiscal 2025, primarily on account of purchase of property, plant and equipment (including capital work-in-progress, capital advances and payable towards capital goods) and intangible assets of t 546.61 million, investment in associates of t 415.52 million, investment in bank deposits (net) of t 194.55 million and loans given to related parties of t 93.28 million, which was partially offset by proceeds from interest income received of t 22.88 million and proceeds from sale of property, plant and equipment of t 0.55 million.

Fiscal 2024

Net cash flows used in investing activities was t 450.10 million in Fiscal 2024, primarily on account of purchase of property, plant and equipment (including capital work-in-progress, capital advances and payable towards capital goods) and intangible assets of t 161.10 million, purchase of freehold land / investment property of t 329.69 million, consideration paid for asset acquisition net of cash and cash equivalent acquired of t 102.58 million and loans given to others of t 2.15 million, which was partially offset by proceeds from sale of investment property of t 58.00 million, interest income received of t 8.90 million and redemption in bank deposits (net) of t 78.52 million.

Financing Activities

Fiscal 2026

Net cash flows from financing activities was t 2,760.66 million in Fiscal 2026 primarily on account of proceeds from long-term borrowings of t 2,247.70 million and proceeds from short-term borrowings (net) of t 979.74 million. These were primarily offset on account of repayment of long-term borrowings of t 109.92 million, finance costs paid of t 248.61 million and payment of principal portion of lease liabilities of t 82.73 million.

Fiscal 2025

Net cash flows used in financing activities was t 261.47 million in Fiscal 2025 primarily on account of payment of principal portion of lease liabilities of t 57.22 million, payment of interest portion of lease liabilities of t 16.88 million, repayment of long-term borrowings of t 109.16 million, and finance costs paid of t 112.57 million. These were primarily offset on account of balance proceeds received against share warrants of t 6.50 million, proceeds from short-term borrowings (net) of t 0.38 million and proceeds from long-term borrowings of t 27.48 million.

Fiscal 2024

Net cash flows used in financing activities was t 315.53 million in Fiscal 2024 primarily on account of payment of principal portion of lease liabilities of t 35.91 million, payment of interest portion of lease liabilities of t 8.63 million, repayment of long-term borrowings of t 41.14 million, repayment of short-term borrowings (net) of t

416.96 million and finance costs paid of Rs. 113.17 million. These were primarily offset on account of proceeds from

termination of lease of Rs. 31.17 million and proceeds from long-term borrowings of Rs. 269.11 million.

CERTAIN AUDITOR OBSERVATIONS

Emphasis of Matters

• Our statutory auditors audit reports on the audited consolidated financial statements as of and for the years ended March 31, 2024 included an emphasis of matter to indicate that Prognosys Medical Systems Private Limited (‘PMS), our subsidiary, had suffered a fraud as regards misappropriation of earnest money deposits ( EMD ) made by PMS. We had made a provision in full against the aforesaid deposit as at March 31, 2024, and is taking legal recourse to recover the EMD.

Modification for certain matters specified in the Report on Other Legal and Regulatory Requirements:

• Our statutory auditors audit report on the audited consolidated financial statements as of and for of the year ended March 31, 2026 included modification for certain matters specified in the Report on Other Legal and Regulatory Requirements, which indicated that:

a. The management of the Group is not in the possession of necessary information to determine whether, the backup of the books of accounts and other books and paper maintained in electronic mode for certain accounting softwares maintained by third-party software service providers is done on a daily basis or on servers physically located in India.

b. Our Company and our one subsidiary have not enabled feature of recording audit trail (edit log) facility at the database level for certain accounting software applications.

c. One subsidiary and one associate, incorporated in India, did not have a feature of recording audit trail (edit log) facility in the accounting softwares used by them and the same did not operate throughout the year for all relevant transactions recorded in the software.

d. Instances of absence of necessary information for payroll software operated by third-party software service provider in one subsidiary whereby we were unable to comment whether audit trail feature was enabled and operated throughout the year for all relevant transactions recorded in the software or whether there were any instances of the audit trail feature been tampered with during the year or whether the audit trail has been preserved by the subsidiary as per the statutory requirements for record retention.

e. The audit trail of relevant prior years has been preserved by the Company and its subsidiaries and associates, incorporated in India, as per the statutory requirements for record retention, to the extent it was enabled and recorded in those respective years.

• Our statutory auditors audit report on the audited consolidated financial statements as of and for of the year ended March 31, 2025 included modification for certain matters specified in the Report on Other Legal and Regulatory Requirements, which indicated that:

a. The management of the Group is not in the possession of necessary information to determine whether, the backup of the books of accounts and other books and paper maintained in electronic mode for certain accounting softwares maintained by third-party software service providers is done on a daily basis or on servers physically located in India.

b. Our Company and our one subsidiary have not enabled feature of recording audit trail (edit log) facility at the database level for certain accounting software applications.

c. Our one subsidiary and one associate, incorporated in India, did not have a feature of recording audit trail (edit log) facility in the accounting softwares used by them and the same did not operate throughout the year for all relevant transactions recorded in the software.

d. Instances of absence of necessary information for payroll software operated by third-party software service provider in one subsidiary whereby we were unable to assess whether audit trail feature was enabled and operated throughout the year for all relevant transactions recorded in the software or whether there were

any instances of the audit trail feature been tampered with during the year or whether the audit trail has been preserved by our Company as per the statutory requirements for record retention.

e. The audit trail of prior year has been preserved by our Company and its subsidiaries and associates, incorporated in India, as per the statutory requirements for record retention, to the extent it was enabled and recorded in the previous year.

• Our statutory auditors audit report on the audited consolidated financial statements as of and for of the year

ended March 31, 2024 included modification for certain matters specified in the Report on Other Legal and

Regulatory Requirements, which indicated that:

a. Backup of the books of accounts and other books and paper maintained in electronic mode of our Company and one subsidiary has not been maintained on servers physically located in India on daily basis.

b. Our Company and one subsidiary did not have a feature of recording audit trail (edit log) facility for certain changes made, if any, using privileged/administrative access rights for certain accounting software applications.

c. Our two subsidiaries and one associate did not had a feature of recording audit trail (edit log) facility in the accounting softwares used by them and the same did not operate throughout the year for all relevant transactions recorded in the software.

d. Instances of absence of necessary information for accounting softwares operated by third-party software service providers in the Company and one subsidiary whereby we were unable to assess whether audit trail feature was enabled and operated throughout the year for all relevant transactions recorded in the software or whether there were any instances of the audit trail feature been tampered with.

e. Funds have been invested by our Company in an associate which is an intermediary for further advancing to the Ultimate Beneficiaries.

CARO Observations

• Our statutory auditors audit reports on the audited consolidated financial statements as of and for the year

ended March 31, 2026 included, as an annexure, a statement on certain matters specified in the Companies

(Auditors Report) Order, 2020, which was modified to indicate that:

a. The records for property, plant and equipment of our Company and our subsidiary, Bigtec Private Limited are maintained for group of similar assets and not for each individual asset.

b. The quarterly statements filed by our Company with banks cannot be reconciled with the audited/ reviewed books of accounts of our Company as it does not have a process of preparing the financial statements on a quarterly basis. Further, in case of our subsidiary, Prognosys Medical System Private Limited, quarterly statements filed with banks are not in agreement with the books of account.

c. The Company has renewed existing loans granted to subsidiaries to settle the dues which had fallen due during the year.

d. Our subsidiary, Bigtec Private Limited has given advances in the nature of loan which were prejudicial as such advances were interest free, were overdue and terms of repayment were not stipulated. The subsidiary has written off the advances during the year.

e. Slight delays in few cases have been noted in the remittance of certain statutory dues in case of our Company and our subsidiary, Bigtec Private Limited. Further, certain statutory dues payable were outstanding at the year end, for a period of more than six months from the date they became payable in case of two subsidiaries, Bigtec Private Limited and Optrascan India Private Limited.

f. Statutory dues were not deposited on account of dispute by our Company and our subsidiary, Bigtec Private Limited.

g. Our Company and our subsidiary, Bigtec Private Limited has used funds raised on short-term basis for long-term purposes.

h. Our subsidiary, Bigtec Private Limited has implemented internal audit system on a voluntary basis which is not commensurate with the size of the Company and nature of its business, and we were unable to obtain the report.

i. Cash loss was incurred in case of one subsidiary, Prognosys Healthcare (India) Private Limited and our associate, Chayagraphics (India) Private Limited.

j. Material uncertainty exists in case of two subsidiaries, Prognosys Medical System Private Limited and Prognosys Healthcare (India) Private Limited as regards its capability of meetings its liabilities existing as at the balance sheet date as and when they fall due within a period of one year from the balance sheet date.

• Our statutory auditors audit reports on the audited consolidated financial statements as of and for the year

ended March 31, 2025 included, as an annexure, a statement on certain matters specified in the Companies

(Auditors Report) Order, 2020, which was modified to indicate that:

a. The records for property, plant and equipment of our Company and our subsidiary, Bigtec Private Limited, are maintained for group of similar assets and not for each individual asset.

b. The quarterly statements filed by the Company with banks cannot be reconciled with the audited/ reviewed books of accounts of the Company as it does not have a process of preparing the financial statements on a quarterly basis. Further, in case of our subsidiary, Prognosys Medical System Private Limited, quarterly statements filed with banks are not in agreement with the books of account.

c. Our Company has renewed existing loans granted to subsidiaries to settle the dues which had fallen due during the year.

d. Our subsidiary, Bigtec Private Limited, had given advances in the nature of loan in earlier years which were prejudicial as such advances were interest free, overdue, not in compliance under section 185 of the Companies Act, 2013 and terms or period of repayment were not stipulated. The subsidiary has written off the advances during the year.

e. Slight delays in few cases have been noted in the remittance of certain statutory dues in case of the Company and dues pertaining to Employees State Insurance were outstanding at the year end, for a period of more than six months from the date they became payable.

f. Serious delays in large number of cases have been noted in the remittance of certain statutory dues in case of our subsidiary, Bigtec Private Limited, including dues pertaining to provident fund were outstanding at the year end, for a period of more than six months from the date they became payable.

g. Statutory dues were not deposited on account of dispute by our Company and our subsidiary, Bigtec Private Limited.

h. The Company has delayed in repayment of dues to the lenders.

i. The Company has used funds raised on short-term basis for long-term purposes.

j. Frauds on the Company and one subsidiary, Bigtec Private Limited, were noted.

k. Cash loss was incurred in case of one subsidiary, Prognosys Medical System Private Limited.

l. Material uncertainty exists in case of two subsidiaries, Prognosys Medical System Private Limited and Prognosys Healthcare (India) Private Limited, as regards its capability of meetings its liabilities existing as at the balance sheet date as and when they fall due within a period of one year from the balance sheet date.

• Our statutory auditors audit reports on the audited consolidated financial statements as of and for the year

ended March 31, 2024 included, as an annexure, a statement on certain matters specified in the Companies

(Auditors Report) Order, 2020, which was modified to indicate that:

a. The records for property, plant and equipment of our Company and our subsidiary, Bigtec Private Limited, are maintained for group of similar assets and not for each individual asset.

b. Proper records showing full particulars of intangible assets has not been maintained by our subsidiary, Bigtec Private Limited

c. Property, Plant and Equipment, investment property and right-of-use assets of our Company have not been physically verified by the management during the year.

d. The quarterly statements filed by our Company with banks cannot be reconciled with the audited/ reviewed books of accounts of our Company as it does not have a process of preparing the financial statements on a quarterly basis. Further, in case of our subsidiary, Prognosys Medical System Private Limited, quarterly statements filed with banks are not in agreement with the books of account.

e. Our Company has made a provision for diminution in value for investment made in subsidiaries during the year ended March 31, 2024 which is prejudicial to the Companys interest. Further, our Company has renewed existing loans granted to subsidiaries to settle the dues which had fallen due during the year.

f. Our subsidiary, Bigtec Private Limited, have given advances in the nature of loan which are prejudicial as such advances were interest free, were advanced without obtaining requisite approvals as required under section 185 of the Companies Act, 2013, were overdue and even terms or period of repayment were not stipulated. Further, Bigtec Private Limited did not take reasonable steps for recovery of the amounts overdue for more than ninety days and were provided during the previous years.

g. Serious delays in large number of cases have been noted in the remittance of certain statutory dues in case of our Company and our subsidiary, Bigtec Private Limited. Further, in case of our subsidiary, Bigtec Private Limited, dues pertaining to provident fund were outstanding at the year end, for a period of more than six months from the date they became payable.

h. Statutory dues were not deposited on account of dispute by our Company and our subsidiary, Bigtec Private Limited.

i. Our Company has defaulted in repayment of dues to the lenders.

j. Our Company and our subsidiary, Bigtec Private Limited, has used funds raised on short-term basis for long-term purposes.

k. Frauds on our Company and two subsidiaries, Bigtec Private Limited and Prognosys Medical System Private Limited, were noted.

l. Our Company does not have the internal audit system commensurate with the size and nature of the business of the Company.

m. In case of ongoing and other than ongoing projects, our Company and our subsidiary, Bigtec Private Limited, has not transferred unspent amount in compliance with section 135 of the Act.

n. Cash loss was incurred in case of our subsidiary, Prognosys Medical System Private Limited.

o. Material uncertainty exists in case of our subsidiary, Prognosys Medical System Private Limited, as regards its capability of meetings its liabilities existing as at the balance sheet date as and when they fall due within a period of one year from the balance sheet date.

FINANCIAL INDEBTEDNESS

Our Company and our Subsidiaries avail loans and financing facilities in the ordinary course of their business for, inter alia, meeting their working capital and other business requirements. As of May 31, 2026, our total outstanding borrowings (on a consolidated basis) amounted to Rs. 4,225.01 million. See also "Financial Indebtedness" on page 434.

Contractual Obligations

The following table shows a maturity analysis of the anticipated cash flows excluding interest obligations for the our financial liabilities on an undiscounted basis as of March 31, 2026, which may differ from both carrying value and fair value.

Particulars Less than one year One to five years More than 5 years Total
Borrowings 2,002.32 2,123.15 10.90 4,136.37
Lease liabilities 123.19 303.46 56.72 483.37
Trade payables 1,995.02 - - 1,995.02
Other financial liabilities 369.07 - - 369.07

CONTINGENT LIABILITIES AND COMMITMENTS

As of March 31, 2026, our contingent liabilities as per Ind AS 37 "Provisions, Contingent Liabilities and Contingent Assets" that have been derived from our Restated Financial Information, were as follows:

S. No. Particulars As at March 31, 2026
1. Bank guarantees 900.98
2. Matter relating to direct taxes under dispute 461.48
3. Matter relating to indirect taxes under dispute 322.37
4. Claims against the Group not acknowledged as debt- Matters relating to legal case under dispute 2.59

1. Certain demands from the income tax authorities were set off against the brought forward business loss and depreciation ofprevious years which has not been disclosed above.

2. The amounts under disputes is as per the demands from the respective authorities for the respective periods and has not been adjusted to include further interest, penalty leviable, if any, at the time of final outcome of the appeals.

3. The Supreme court of India in the month of February 2019 had passed a judgement relating to definition of wages under the Provident Fund Act, 1952. The Management is of the view that there are interpretative challenges on the application of the judgement retrospectively. In the absence of reliable measurement of the provision for earlier periods, the Group has made a pro-vision for provident fund contribution pursuant to the judgement only from the date of Supreme Court Order. The Group will evaluate its position and update its pro-vision, if required, on receiving further clarity on the subject. The Group does not expect any material impact of the same.

4. The Parent Company has received objections on certain trade mark applications on relative grounds of refusal under Section 11 of the Trade Mark Act, 1999 because the same/similar trade mark(s) is/are already on record of the register for the same or similar goods/services. The management ofthe Parent Company is confident ofthe outcome ofthe aforementioned trade mark applications to be favourable and accordingly no adjustments have been made in the Restated Financial Information in this regard.

5. Bigtec Private Limited, a subsidiary of Parent Company has obtained registration under The Employees Provident Funds And Miscellaneous Provisions Act, 1952 and is regularising the delay in remittance of dues prior to registration with the relevant authorities and Management does not expect any material financial impact arising in this regard and accordingly no adjustments have been made in the Restated Financial Information in this regard.

6. A survey under Section 133A of the Income-tax Act, 1961 ("IT Act"), was carried out at the premises of the Parent Company and Bigtec Private Limited, by the Income Tax authorities during the year ended March, 2024 for the AY 20-21 to AY 23-24, followed by search closure visits on various dates to check the compliance with the provisions of the IT Act. The income tax department has subsequently sought certain information/ clarifications, which have been submitted by the Parent Company.

The department has raised tax demands aggregating to L 234.17Million plus interest andpenalty, as applicable, vide assessment / reassessment order for the AY 2020-21 to 2024-25. In response to the same, the Parent Company has made appeal to the Commissioner Income Tax (Appeals) along with rectification applications.

Management believes that the Parent Company has complied with all the applicable pro-visions of the IT Act with respect to its operations. The Parent Company has paid an amount of L 45.24 million as at March 31, 2026 in connection with the survey which has been classified under Non-current tax assets (net). Further, subsequent to the year ended March 31, 2026, the Parent Company has paid an amount ofL 33.71 million in connection with the survey. The management of the Parent Company is confident of favourable outcome and accordingly no adjustments have been made in the Restated Financial Information in this regard.

7. The Parent Company and Bigtec Private Limited, was not in compliance with the requirements of the Section 135 of the Companies Act, 2013 as at March 31, 2024 and March 31, 2023. During the year ended March 31, 2025, the Parent Company and Bigtec Private Limited, made suo-moto application with Registrar of Companies for intimation and adjudication of non compliance of Section 135 of the Companies Act, 2013 for the financial years 2021-22, 2022-23 and 2023-24 basis which an order for adjudication was passed by Registrar of Companies imposing penalty on such non-compliances, which was paid by the Parent Company and Bigtec Private Limited respectively during the year.

8. Bigtec Private Limited was not in compliance with the requirements of the Section 185 of the Companies Act, 2013 in the earlier years towards loans and advances granted by Bigtec Private Limited. Bigtec Private Limited had filed compounding application before Registrar of Companies, Karnataka for the non-compliance of section 185 of the Companies Act, 2013. During the year ended March 31, 2026, based on the order passed by Regional Director, Hyderabad, Ministry of Corporate affairs the Company had paid the penalty amount and the matter was disposed.

9. Subsequent to the year ended March 31, 2026, Prognosys Medical Systems Private Limited, a subsidiary of the Company, received a notice under Section 94 of the Bharatiya Nagarik Suraksha Sanhita, 2023from the Anti-Corruption Branch, Government of National Capital Territory of Delhi, seeking certain information and documents in connection with an investigation involving a customer. Prognosys Medical Systems Private Limited has provided the information and documents requested and is cooperating with the authorities. Management believes it has complied with all applicable act, laws and regulations and accordingly does not expect any liability to arise from this matter.

For further information of our contingent liabilities as at March 31, 2026 as per Ind AS 37 Provisions, Contingent Liabilities and Contingent Assets, see "Restated Financial Information - Note 35. Contingent Liabilities on page 371.

COMMITMENTS

The following table sets forth our capital commitments for the years indicated:

Particulars As of March 31,
2026 2025 2024
(Rs. million)
Estimated amount of contracts remaining to be executed on capital account not provided for, net of advances 93.48 146.69 107.31

OFF-BALANCE SHEET ARRANGEMENTS

We do not have any off-balance sheet arrangements, derivative instruments or other relationships with other entities that would have been established for the purpose of facilitating off-balance sheet arrangements.

CAPITAL EXPENDITURES

The following table sets forth our capital expenditure comprising purchase of property, plant and equipment, intangible assets and capital work in progress, for the years indicated below:

Particulars Fiscal 2026 Fiscal 2025 Fiscal 2024
(Rs. in million)
Freehold land - 329.69 -
Building - factory on leasehold land 160.20 - 1.71
Plant and machinery 261.33 177.44 87.17
Furnitures and fixtures 32.26 13.90 2.38
Office equipments 23.69 6.18 2.03
Research and development equipments 145.21 11.24 9.33
Electrical installations & fittings 68.56 2.14 0.39
Computer equipments 43.07 20.85 11.58
Vehicles - 33.20 6.94
Leasehold improvements 55.17 0.10 -
Intangible Assets 1.46 5.26 6.27
Capital work-in-progress (160.10) 257.48 15.83
Total 630.85 857.48 143.63

RELATED PARTY TRANSACTIONS

We enter into various transactions with related parties in the ordinary course of business. For further information relating to our related party transactions, see "Other Financial Information-Related Party Transactions" on page 392.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Our principal financial liabilities comprises of loans and borrowings, lease liabilities, trade and other payables. The main purpose of these financial liabilities is to finance our operations. Our principal financial assets include trade receivables, other financial assets and cash and bank balances derived from our operations.

In the course of our business, we are exposed primarily to fluctuations in foreign currency exchange rates, interest rates, liquidity and credit risk, which may adversely impact the fair value of our financial instruments. We have a risk management policy which not only covers the foreign exchange risks but also other risks associated with the financial assets and liabilities such as interest rate risks and credit risks. The risk management policy is approved by the Board of Directors. The risk management framework aims to:

• create a stable business planning environment by reducing the impact of currency and interest rate fluctuations on our business plan; and

• achieve greater predictability to earnings by determining the financial value of the expected earnings in advance.

Market risk

Market risk is the risk of any loss in future earnings, in realisable fair values or in future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in interest rates, foreign currency exchange rates, liquidity and other market changes. Future specific market movements cannot be normally predicted with reasonable accuracy.

Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Our exposure to the risk of changes in market interest rates relates primarily to our debt obligations with floating interest rates. Thus profits and cash flows from financing activities are dependent on market interest rates. Further, any decline in the credit rating of our Company will have an adverse impact on the interest rates. We have interest-bearing assets in the form of cash and cash equivalents (current deposits). Thus profits and cash flows from investment activities are dependent on market interest rates. We do not earn any interest on balances with banks in current accounts and its daily operating accounts for transactions.

Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. Our exposure to the risk of changes in foreign exchange rates relates primarily to our operating and financing activities. Our exposure to foreign currency changes for currencies other than USD and EUR is not material.

Credit risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. Financial instruments that are subject to credit risk and concentration thereof principally consist of loan receivables, trade receivables, cash and cash equivalents, bank balances and other financial assets of our Company.

The carrying value of financial assets represents the maximum credit risk. The maximum exposure to credit risk was Rs. 8,833.00 million, Rs. 4,493.87 million and Rs. 4,828.88 million as of March 31, 2026, March 31, 2025 and March 31, 2024, respectively, being the total carrying value of investments (other than investment in associate), loans receivables from related parties, trade receivables, cash and cash equivalents, bank balances and other financial assets of our Company.

Customer credit risk is managed based on our established policy, procedures and control relating to customer credit risk management. An impairment analysis is performed at each reporting date on an individual basis for major customers. We do not hold collateral as security.

With respect to trade receivables, we have constituted the terms to review the receivables on periodic basis and to take necessary mitigations, wherever required. We create allowance for unsecured receivables based on historical credit loss experience and is adjusted for forward looking information. The allowance of trade receivables is based on the ageing of the receivables that are due.

Credit risk from balances with bank and financial institutions and in respect to loans and security deposits is managed by our treasury department in accordance with our policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through counterpartys potential failure to make payments.

Liquidity risk

Liquidity risk refers to the risk that we cannot meet its financial obligations. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements. We invest our surplus funds in bank fixed deposit, which carry no or low market risk.

We monitor our risk of shortage of funds on a regular basis. Our objective is to maintain a balance between

continuity of funding and flexibility through the use of bank overdrafts, bank loans, etc. We assessed the concentration of risk with respect to refinancing our debt and concluded it to be medium.

UNUSUAL OR INFREQUENT EVENTS OR TRANSACTIONS

There have been no unusual or infrequent events or transactions that have in the past or may in the future affect our business operations or future financial performance.

KNOWN TRENDS OR UNCERTAINTIES

Our business has been subject, and we expect it to continue to be subject, to significant economic changes arising from the trends identified above in "—Significant Factors affecting our Results of Operations and Financial Condition" and the uncertainties described in "Risk Factors on pages 394 and 28, respectively. Except as discussed in this Red Herring Prospectus, there are no known trends or uncertainties that have or had or are expected to have a material adverse impact on our revenues or income.

SIGNIFICANT ECONOMIC CHANGES THAT MATERIALLY AFFECT OR ARE LIKELY TO AFFECT INCOME FROM CONTINUING OPERATION

Other than as described in "Our Business" on page 215, to the knowledge of our management, there are no other significant economic changes that materially affect or are likely to affect income from continuing operations.

NEW PRODUCTS OR BUSINESS SEGMENTS

Except as disclosed in "Our Business" on page 215, and products that we announce in the ordinary course of business, we have not announced and do not expect to announce in the near future any new products or business segments.

FUTURE RELATIONSHIP BETWEEN COST AND INCOME

Other than as described elsewhere in the sections "Risk Factors", "Our Business" and "Managements Discussion and Analysis of Financial Condition and Results of Operations" on pages 28, 215 and 394, respectively, to our knowledge, there are no known factors that will have a material adverse impact on our operations and financial condition.

SIGNIFICANT DEPENDENCE ON A SINGLE OR FEW CUSTOMERS OR SUPPLIERS

We derive a significant portion of our revenues from our top 10 customers. For details, see "Risk Factors - 1. We derive a portion of our revenues from the sale of our products to the Indian central and state governments, and international aid agencies for their public healthcare programs. Our revenue from such government and international aid agencies was 84.56%, 87.83% and 91.60% of our revenue from contracts with customers - sale of products - finished goods in Fiscals 2026, 2025 and 2024, respectively. Any unfavourable policy changes by these agencies or a decrease in funding for public healthcare programs may impact the sale of our products and adversely affect our business, financial condition, results of operations and cash flows. Further, our revenue from the top 10 customers was 83.26%, 83.62% and 78.54% of our revenue from contracts with customers - sale of products - finished goods in Fiscals 2026, 2025 and 2024, respectively. The loss of any of these customers or a decline in demand for our products from them could also have an adverse effect on our business, financial condition, results of operations and cash flows." on page 28. We depend on a few suppliers for the supply of our raw materials. For details, see "Risk Factors - 27. We depend on a few suppliers for the supply of some of our raw materials (our purchase of raw materials from top 10 suppliers accounted for 58.52%, 58.21% and 58.52% of purchases of raw materials and components consumed in Fiscal 2026, 2025 and 2024, respectively) and any disruption in the supply or increase in the prices of raw materials could adversely affect our business, financial condition, results of operations and cash flows. " on page 49.

COMPETITIVE CONDITIONS

The molecular diagnostic industry is competitive and is characterized by extensive R&D and rapid technological changes. (Source: 1Lattice Report) We face competition primarily from centralized laboratories and companies offering diagnostic solutions. For further details, see "Our Business - Competition" on page 238.

SEASONALITY/CYCLICALITY OF BUSINESS

Our business is not seasonal or cyclical, however, our results of operations can fluctuate based on factors such as disease outbreaks, which are unpredictable and impact sales volumes. Sudden outbreaks of infectious diseases can lead to a surge in demand for diagnostic tests, while periods of low disease prevalence can result in decreased testing volumes. Historically, we experienced that a greater share of our sales was made in the second half of the fiscal year, as government tenders were issued more heavily during that period. Also, see "Risk Factors - 26. Our sales cycle and sales demand are variable, which makes it difficult for us to forecast our business, results of operations, financial condition and cash flows." on page 49.

SIGNIFICANT DEVELOPMENTS AFTER MARCH 31, 2026 THAT MAY AFFECT OUR FUTURE RESULTS OF OPERATIONS

Other than as disclosed below, no circumstances have arisen since March 31, 2026, that could materially and adversely affect or are likely to affect, our operations or profitability, or the value of our assets or our ability to pay our material liabilities within the next 12 months.

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